REG - Wales & West Utl Fin Wales & West Ut. Ltd - Tender Offer - Final Results Announcement

NatwestAnnouncement

30/03/2021 13:35

RNS Number : 9881T
  
Wales & West Utilities Finance PLC
  
30 March 2021
  
 

THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT QUALIFIED OR MAY HAVE QUALIFIED AS INSIDE INFORMATION WITHIN THE MEANING OF ARTICLE 7(1) OF THE MARKET ABUSE REGULATION (EU) 596/2014 AS IT FORMS PART OF ENGLISH LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWL) ACT 2018 (the "EUWA").
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS, ANY STATE OF THE UNITED STATES AND THE DISTRICT OF COLUMBIA) (the "United States") OR TO ANY U.S. PERSON (AS DEFINED IN REGULATION S OF THE UNITED STATES SECURITIES ACT OF 1933).
30 March 2021
WALES & WEST UTILITIES LIMITED 
ANNOUNCES FINAL RESULTS OF THE TENDER OFFER
On 22 March 2021, Wales & West Utilities Limited (the "Offeror") launched an invitation to the holders of Wales & West Utilities Finance plc's (the "Issuer") Sub-Class A3 £250,000,000 4.625 per cent. Secured Guaranteed Bonds due 2021 (ISIN: XS0702021311) (the "Notes") to tender their Notes for purchase by the Offeror for cash up to the Maximum Acceptance Amount (the "Offer"). The Offer was made on the terms and subject to the conditions set out in the tender offer memorandum dated 22 March 2021 (the "Tender Offer Memorandum") and was subject to the offer and distribution restrictions set out and more fully described in the Tender Offer Memorandum.
Further to its announcement earlier today, the Offeror now announces that it has decided that it will accept for purchase in cash £100,000,000 in aggregate principal amount of the Notes validly tendered pursuant to the Offer, with pro rata scaling at a Scaling Factor of 63.155%, as further described in the Tender Offer Memorandum. 
Final pricing for the Offer took place at or around 11:00 hours (London time) today, 30 March 2021. The final results of the Offer are as follows:
Summary of the final results




Description of Notes




ISIN




Aggregate principal amount of Notes validly tendered in the Offer




Aggregate principal amount of Notes accepted for purchase pursuant to the Offer




Scaling Factor




Benchmark Reference Security




Benchmark Reference Security Yield




Purchase Yield




Purchase Price




Accrued Interest (per £1,000 in aggregate principal amount of Notes accepted for purchase)















































Sub-Class A3 £250,000,000 4.625 per cent. Secured Guaranteed  Bonds due 2023


XS0702021311


£250,000,000


£100,000,000


63.155%


2.25 per cent. UK Treasury Gilt due 07 September 2023 (ISIN: GB00B7Z53659)


0.084%


0.334 %


111.460%


£14.45



Any Notes purchased by the Offeror pursuant to the Offer are expected to be cancelled. £150,000,000 in aggregate principal amount of Notes are expected to remain outstanding following the completion of the Offer.
The Offer remains subject to the conditions and restrictions set out in the Tender Offer Memorandum. Copies of the Tender Offer Memorandum are (subject to offer and distribution restrictions) available from the Tender and Information Agent as set out below. Capitalised terms used but not defined in this announcement have the meanings given to them in the Tender Offer Memorandum.
Barclays Bank PLC, BNP Paribas and NatWest Markets Plc are acting as Dealer Managers for the Offer and Lucid Issuer Services Limited is acting as Tender and Information Agent. 
For further information:
A complete description of the terms and conditions of the Offer is set out in the Tender Offer Memorandum. Further details about the transaction can be obtained from:
The Dealer Managers:



Barclays Bank PLC
5 The North Colonnade
Canary Wharf
London E14 4BB
United Kingdom
 
Telephone: +44 (0)203 134 8515
Attention: Liability Management Group
Email: eu.lm@barclays.com


BNP Paribas
16, boulevard des Italiens
75009 Paris
France
 
Telephone: +33 1 55 77 78 94 
Attention: Liability Management Group 
Email: liability.management@bnpparibas.com 




NatWest Markets Plc
250 Bishopsgate
London EC2M 4AA
United Kingdom
 
Telephone: +44 (0)207 678 5222
Attention: Liability Management 
Email: liabilitymanagement@natwestmarkets.com
 



The Tender and Information Agent
Lucid Issuer Services Limited
Tankerton Works
12 Argyle Walk
London WC1H 8HA
United Kingdom
Telephone: +44 (0)20 7704 0880
Attention: Mu-yen Lo / Jacek Kusion
Email: wwu@lucid-is.com
A copy of the Tender Offer Memorandum is available to eligible persons upon request from the Tender and Information Agent.
This announcement is released by Wales & West Utilities Limited and contains information that qualified or may have qualified as inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 (MAR) as it forms part of English law by virtue of the EUWA ("UK MAR"), encompassing information relating to the Offer described above. For the purposes of UK MAR and Article 2 of Commission Implementing Regulation (EU) 2016/1055 as it forms part of English law by virtue of the EUWA, this announcement is made by Neil Henson, Director of Finance.
None of this announcement, the Tender Offer Memorandum or any other materials relating to the Offer constitutes an invitation to participate in the Offer in any jurisdiction in which, or to any person to or from whom, it is unlawful to make such invitation or for there to be such participation under applicable securities laws. The distribution in certain jurisdictions of this announcement, the Tender Offer Memorandum or any other materials relating to the Offer may be restricted by law. Persons into whose possession this announcement, the Tender Offer Memorandum or any other materials relating to Offer comes are required by each of the Offeror, the Dealer Managers and the Tender and Information Agent to inform themselves about and to observe any such restrictions.
DISCLAIMER
The Dealer Managers do not take responsibility for the contents of this announcement. None of the Issuer, the Dealer Managers, the Tender and Information Agent or any of their respective directors, officers, employees, agents or affiliates makes any representation or recommendation whatsoever regarding this announcement, the Tender Offer Memorandum or the Offer, and none of the Offeror, the Issuer, the Dealer Managers, the Tender and Information Agent or their respective directors, officers, employees, agents or affiliates makes any recommendation as to whether holders of Notes should tender Notes for purchase pursuant to the Offer.  This announcement must be read in conjunction with the Tender Offer Memorandum.  No Offer is being made pursuant to this announcement.  The Offer is only being made in the Tender Offer Memorandum and the Offer should be made solely on the basis of information contained in the Tender Offer Memorandum. This announcement and the Tender Offer Memorandum contain important information, which should be read carefully before any decision is made with respect to the Offer.  A holder of Notes should consult its own tax, accounting, financial and legal advisers as needed to assist it in making its own investment decision and advise it on whether it is legally permitted to offer Notes for cash. Any individual or company whose Notes are held on its behalf by a broker, dealer, bank, custodian, trust company or other nominee or intermediary must contact such entity if it wishes to tender Notes in the Offer.

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