REG - Telefonica Emisiones - Results of Tender Offer

Telefonica SAAnnouncement

20/05/2020 10:25

RNS Number : 4765N
  
Telefonica Emisiones S.A.U.
  
20 May 2020
  
 

NOT FOR 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 THE TENDER OFFER MEMORANDUM) OR INTO ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT.
20 May 2020
TELEFÓNICA EMISIONES, S.A.U. ANNOUNCES FINAL RESULTS OF THE TENDER OFFERS
On 13 May 2020, Telefónica Emisiones, S.A.U. (the "Issuer") launched separate invitations to holders of its outstanding (i) EUR 1,000,000,000 3.961 per cent. Instruments due March 2021 (ISIN: XS0907289978) (the "March 2021 Instruments"), (ii) EUR 1,000,000,000 1.477 per cent. Instruments due September 2021 (ISIN: XS1290729208) (the "September 2021 Instruments"), (iii) EUR 1,400,000,000 0.750 per cent. Instruments due April 2022 (ISIN: XS1394777665) (the "April 2022 Instruments") and/or (iv) EUR 1,250,000,000 2.242 per cent. Instruments due May 2022 (ISIN: XS1069430368) (the "May 2022 Instruments") (each a "Series" and together the "Instruments") irrevocably guaranteed by Telefónica, S.A. (the "Guarantor"), to tender such Instruments for purchase by the Issuer for cash (each such invitation an "Offer" and together the "Offers"). The Offers were made on the terms and subject to the conditions contained in the tender offer memorandum dated 13 May 2020 (the "Tender Offer Memorandum") and are subject to the offer restrictions more fully described in the Tender Offer Memorandum.  Capitalised terms used and not otherwise defined in this announcement have the meanings given in the Tender Offer Memorandum.
The Issuer today announces that it will (subject to satisfaction or waiver of the New Financing Condition) accept validly tendered Instruments pursuant to the Offers for purchase in cash in an aggregate principal amount of EUR 894,000,000, of which (i) an amount of EUR 127,800,000 in principal amount relates to the March 2021 Instruments, (ii) an amount of EUR 241,300,000 in principal amount relates to the September 2021 Instruments, (iii) an amount of EUR 290,000,000 in principal amount relates to the April 2022 Instruments and (iv) an amount of EUR 234,900,000 in principal amount relates to the May 2022 Instruments.
The final results of the Offers are as follows:





Description of Instruments




ISIN




Aggregate Principal Amount Outstanding




Fixed Purchase Yield




Purchase Price*




Aggregate Principal Amount Tendered




Series Acceptance Amount




Pro-ration factor







EUR 1,000,000,000 3.961 per cent. Instruments due March 2021 (the "March 2021 Instruments")


XS0907289978


EUR 1,000,000,000


 0.25 per

cent.


EUR 103,124 (103.124 per cent. of principal)


EUR 127,800,000


EUR 127,800,000


Not Applicable




EUR 1,000,000,000 1.477 per cent. Instruments due September 2021 (the "September 2021 Instruments")


XS1290729208


EUR 1,000,000,000


0.35 per

cent.


EUR 101,475 (101.475 per cent. of principal)


EUR 241,300,000


EUR 241,300,000


Not Applicable




EUR 1,400,000,000 0.750 per cent. Instruments due April 2022 (the "April 2022 Instruments")


XS1394777665


EUR 1,400,000,000


0.45 per

cent.


EUR 100,564 (100.564 per cent. of principal)


EUR 290,000,000


EUR 290,000,000


Not Applicable




EUR 1,250,000,000 2.242 per cent. Instruments due May 2022 (the "May 2022 Instruments")


XS1069430368


EUR 1,250,000,000


0.45 per

cent.


EUR 103,584 (103.584 per cent. of principal)


EUR 234,900,000


EUR 234,900,000


Not Applicable




* Shown per EUR 100,000 in principal amount of the relevant Instruments.
 
 




The Offers remain subject to the conditions and restrictions set out in the Tender Offer Memorandum.
Whether the Issuer will purchase any Instruments validly tendered in the Offers is subject, without limitation, to the satisfaction of the New Financing Condition. Subject to the satisfaction (or waiver) of the New Financing Condition, the expected Settlement Date is 22 May 2020.
All Instruments repurchased pursuant to the Offers will be cancelled.
Full details concerning the Offers are set out in the Tender Offer Memorandum.
Barclays Bank Ireland PLC (Email: eu.lm@barclays.com; Attention: Liability Management Group), Merrill Lynch International (Telephone: +44 20 7996 5420; Email: DG.LM-EMEA@bofa.com; Attention: Liability Management Group) and Goldman Sachs International (Telephone: +44 (0)207 552 6157; Email: liabilitymanagement.eu@gs.com; Attention: Liability Management Group) are acting as Dealer Managers and Lucid Issuer Services Limited (Telephone: +44 20 7704 0880; Email: telefonica@lucid-is.com; Attention: David Shilson) is acting as Tender Agent.
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 ("MAR").
FOR THE PURPOSES OF MAR AND ARTICLE 2 OF COMMISSION IMPLEMENTING REGULATION (EU) 2016/1055, THIS ANNOUNCEMENT IS MADE BY CARLOS DAVID MAROTO SOBRADO, DIRECTOR OF TELEFÓNICA EMISIONES, S.A.U.
DISCLAIMER This announcement must be read in conjunction with the Tender Offer Memorandum. No offer or invitation to acquire or sell any securities is being made pursuant to this announcement. The Dealer Managers do not take responsibility for the contents of 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 come into are required by each of the Issuer, the Dealer Managers and the Tender Agent to inform themselves about, and to observe, any such restrictions.
 
 
 
 
 
 
 
This announcement has been issued through the Companies Announcement Service of Euronext Dublin.
 
 


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