REG - Next Group PLC Next PLC - Final Results of Tender Offer

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16/07/2025 12:45

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RNS Number : 3372R  Next Group PLC  16 July 2025

NEXT Group plc Announces Final Results of its Cash Tender Offer for its

£250,000,000 4.375 per cent. Bonds due 2026

THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT QUALIFIED OR
MAY HAVE QUALIFIED AS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF THE
MARKET ABUSE REGULATION (EU) 596/2014 AS IT FORMS PART OF UK DOMESTIC LAW BY
VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 (EUWA).

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR TO ANY PERSON
LOCATED OR RESIDENT IN THE UNITED STATES OF AMERICA, 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 OF AMERICA OR THE DISTRICT OF COLUMBIA (THE UNITED STATES) OR IN OR
INTO OR TO ANY PERSON LOCATED OR RESIDENT IN ANY OTHER JURISDICTION WHERE OR
TO WHOM IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS ANNOUNCEMENT.

16 July 2025. NEXT Group plc (the Offeror) announces today the final results
of its invitation to holders of its outstanding £250,000,000 4.375 per cent.
Bonds due 2026 (ISIN: XS0975833319) (the Bonds), guaranteed by NEXT plc (the
Parent), to tender such Bonds for purchase by the Offeror for cash (such
invitation, the Offer), subject to the satisfaction or waiver of the New Issue
Condition.

The Offer was announced on 7 July 2025 and was made on the terms and subject
to the conditions (including, but not limited to, the New Issue Condition)
contained in the tender offer memorandum dated 7 July 2025 (the Tender Offer
Memorandum) prepared by the Offeror in connection with the Offer. Capitalised
terms used but not otherwise defined in this announcement shall have the
meanings given to them in the Tender Offer Memorandum.

The Expiration Deadline for the Offer was 4.00 p.m. (London time) on 15 July
2025. As at the Expiration Deadline, £136,430,000 in aggregate nominal amount
of Bonds were validly tendered for purchase pursuant to the Offer.

The Offeror now announces that it has decided to set the Final Acceptance
Amount at £136,430,000 in aggregate nominal amount of Bonds. Accordingly,
subject to the satisfaction or waiver of the New Issue Condition on or prior
to the Settlement Date, it will accept for purchase all Bonds validly tendered
pursuant to the Offer with no pro rata scaling.

Pricing for the Offer took place at or around 11.00 a.m. (London time) today.

A summary of the pricing for the Offer appears below:

 Benchmark Security Rate  Purchase Spread  Purchase Yield   Purchase Price*
 3.593 per cent.          60 bps           4.237 per cent.  100.129 per cent.
 *   The Purchase Price was determined by reference to the first par call date
 of the Bonds (being 4 July 2026), as further discussed in the Tender Offer
 Memorandum

Subject to the satisfaction or waiver of the New Issue Condition, the expected
Settlement Date for the Offer is 17 July 2025. Following settlement of the
Offer, £113,570,000 in aggregate nominal amount of the Bonds will remain
outstanding.

Barclays Bank PLC (Tel: +44 20 3134 8515; Attention: Liability Management
Group; Email: eu.lm@barclays.com (mailto:eu.lm@barclays.com) ); and NatWest
Markets Plc (Tel: +44 20 7678 5222; Attention: Liability Management; Email:
NWMLiabilityManagement@natwestmarkets.com
(mailto:NWMLiabilityManagement@natwestmarkets.com) ) acted as Global
Coordinators and Dealer Managers for the Offer.

Kroll Issuer Services Limited (Telephone: +44 20 7704 0880; Attention: Owen
Morris; Email: next@is.kroll.com; Offer Website:
https://deals.is.kroll.com/next (https://deals.is.kroll.com/next) ) acted as
Tender Agent for the Offer.

This announcement is released by the Offeror 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 as it forms part of UK
domestic law by virtue of the EUWA (UK MAR), encompassing information relating
to the Offer described above. For the purposes of UK MAR and the Implementing
Technical Standards, this announcement is made by Gillian Ross, Head of
Treasury and Risk at the Offeror.

DISCLAIMER This announcement must be read in conjunction with the Tender Offer
Memorandum. No offer or invitation to acquire any securities is being made
pursuant to this announcement.  The distribution of this announcement and the
Tender Offer Memorandum in certain jurisdictions may be restricted by law.
Persons into whose possession this announcement and/or the Tender Offer
Memorandum comes are required by each of the Offeror, the Parent, the Global
Coordinators and Dealer Managers and the Tender Agent to inform themselves
about, and to observe, any such restrictions. Neither this announcement nor
the Tender Offer Memorandum 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.

 

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