REG - Vodafone Group Plc - Final results of Multi-Currency Tender Offers

VodafoneAnnouncement

14/02/2025 14:30

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RNS Number : 2293X  Vodafone Group Plc  14 February 2025

Vodafone Group Plc announces final results in respect of its multi-currency
Tender Offers

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, AMERICAN SAMOA, WAKE ISLAND
AND THE NORTHERN MARIANA ISLANDS), ANY STATE OF THE UNITED STATES OR THE
DISTRICT OF COLUMBIA (THE "UNITED STATES") OR TO ANY U.S. PERSON OR IN OR INTO
ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE
THIS ANNOUNCEMENT.

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 UNITED KINGDOM
DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018.

 

14 February 2025

 

In connection with the invitations by Vodafone Group Plc (the "Company") to
holders of its outstanding Notes set out in the table below (together, the
"Notes") to tender any and all of their Notes for purchase by the Company for
cash (each such invitation, an "Offer" and together, the "Offers") first
announced on 5 February 2025, the Company announces today the final results of
the Offers. The Offers were made on the terms and subject to the conditions
contained in the tender offer memorandum dated 5 February 2025 (the "Tender
Offer Memorandum") prepared by the Company in respect of the Offers.

Capitalised terms used in this announcement but not defined have the meanings
given to them in the Tender Offer Memorandum.

The Expiration Deadline for the Offers was 4.00 p.m. (London time) on 13
February 2025.

The Company announces it will accept validly tendered Notes pursuant to the
Offers in the amounts as set out in the table below.

The expected Settlement Date for the Offers is 18 February 2025.

 

 Description of the                                             ISIN / Common Code          Aggregate                                                       Reference Rate / GBP Benchmark Security Rate  Purchase Spread  Purchase Yield   Purchase Price                                                                  Aggregate principal amount of each Series that will remain outstanding after

Notes
principal amount of each Series validly tendered for purchase                                                                                                                                                                  the Settlement Date
 EUR 1,000,000,000 1.875 per cent. Notes due 11 September 2025  XS1109802568 / 110980256    EUR 181,004,000                                                 N/A                                           N/A              N/A              99.70 per cent. (being EUR 997.00 per EUR 1,000 in principal amount of such     EUR 592,198,000
                                                                                                                                                                                                                                            Notes)
 EUR 1,000,000,000 1.125 per cent. Notes due 20 November 2025   XS1721423462 / 172142346    EUR 72,613,000                                                  N/A                                           N/A              N/A              99.05 per cent. (being EUR 990.50 per EUR 1,000 in principal amount of such     EUR 716,496,000
                                                                                                                                                                                                                                            Notes)
 EUR 1,750,000,000 2.200 per cent. Notes due 25 August 2026     XS1372839214 / 137283921    EUR 268,607,000                                                 2.295 per cent.                               +5 bps           2.345 per cent.  99.780 per cent. (being EUR 997.80 per EUR 1,000 in principal amount of such    EUR 1,015,443,000
                                                                                                                                                                                                                                            Notes)
 EUR 750,000,000 0.900 per cent. Notes due 24 November 2026     XS2002017361 / 200201736    EUR 312,441,000                                                 2.269 per cent.                               +5 bps           2.319 per cent.  97.572 per cent. (being EUR 975.72 per EUR 1,000 in principal amount of such    EUR 437,559,000

                                                                                                                                                                                                                                          Notes)

 EUR 500,000,000 1.500 per cent. Notes due 24 July 2027         XS1652855815 / 165285581    EUR 142,691,000                                                 2.247 per cent.                               +15 bps          2.397 per cent.  97.905 per cent. (being EUR 979.05 per EUR 1,000 in principal amount of such    EUR 357,309,000
                                                                                                                                                                                                                                            Notes)
 GBP 250,000,000 5.625 per cent. Notes due 4 December 2025      XS0181816652 /  18181665    GBP 98,912,000                                                  4.349 per cent.                               +25 bps          4.599 per cent.  100.743 per cent. (being GBP 1,007.43 per GBP 1,000 in principal amount of      GBP 151,088,000
                                                                                                                                                                                                                                            such Notes)
 NOK 850,000,000 3.215 per cent. Notes due 27 November 2025     XS1325859897 /  132585989   NOK 620,000,000                                                 N/A                                           N/A              N/A              99.20 per cent. (being NOK 992,000.00 per NOK 1,000,000 in principal amount of  NOK 230,000,000
                                                                                                                                                                                                                                            such Notes)
 NOK 850,000,000 3.115 per cent. Notes due 1 March 2027         XS1572749023 /  157274902   NOK 850,000,000                                                 N/A                                           N/A              N/A              98.10 per cent. (being NOK 1,962,000.00 per NOK 2,000,000 in principal amount   NOK 0
                                                                                                                                                                                                                                            of such Notes)
 NOK 500,000,000 2.925 per cent. Notes due 6 July 2027          XS1643462002 /  164346200   NOK 500,000,000                                                 N/A                                           N/A              N/A              97.40 per cent. (being NOK 974,000.00 per NOK 1,000,000 in principal amount of  NOK 0
                                                                                                                                                                                                                                            such Notes)
 HKD 455,000,000 2.850 per cent. Notes due 28 June 2027         XS1634541574 /  163454157   HKD 303,000,000                                                 N/A                                           N/A              N/A              97.60 per cent. (being HKD 976,000.00 per HKD 1,000,000 in principal amount of  HKD 152,000,000
                                                                                                                                                                                                                                            such Notes)
 HKD 1,115,000,000 2.640 per cent. Notes due 13 September 2027  XS1684379602 /  168437960   HKD 0                                                           N/A                                           N/A              N/A              97.00 per cent. (being HKD 970,000.00 per HKD 1,000,000 in principal amount of  HKD 1,115,000,000
                                                                                                                                                                                                                                            such Notes)
 CHF 175,000,000 0.625 per cent. Notes due 15 March 2027        CH0357520466 /  157739778   CHF 103,590,000                                                 0.134 per cent.                               +10 bps          0.234 per cent.  100.808 per cent. (being CHF 5,040.40 per CHF 5,000 in principal amount of      CHF 71,410,000
                                                                                                                                                                                                                                            such Notes)
 AUD 450,000,000 4.200 per cent. Notes due 13 December 2027     AU3CB0249373 /  173557299   AUD 195,600,000                                                 N/A                                           N/A              N/A              99.75 per cent. (being AUD 9,975.00 per AUD 10,000 in principal amount of such  AUD 254,400,000
                                                                                                                                                                                                                                            Notes)

 

 

 

DEALER MANAGERS

 

In case of all Notes other than the CHF Notes:

 

Barclays Bank PLC (Telephone: +44 20 3134 8515; Email: eu.lm@barclays.com
(mailto:eu.lm@barclays.com) ; Attention: Liability Management Group).

 

In case of all Notes subject to the Offers:

 

Merrill Lynch International (Telephone: +44 20 7996 5420; Email:
DG.LM-EMEA@bofa.com (mailto:DG.LM-EMEA@bofa.com) ; Attention: Liability
Management Group).

 

In case of CHF Notes:

 

UBS AG (Telephone: +44 20 7568 1121; Email: ol-liabilitymanagement-eu@ubs.com
(mailto:ol-liabilitymanagement-eu@ubs.com) ; Attention: DCM EMEA Liability
Management).

 

TENDER AGENTS

 

LEAD TENDER AND INFORMATION AGENT

 

Kroll Issuer Services Limited (Telephone: +44 20 7704 0880; Email:
vodafone@is.kroll.com (mailto:vodafone@is.kroll.com) ; Attention: Owen
Morris).

 

SWISS TENDER AGENT

 

UBS AG (Telephone: +44 20 7568 1121; Email: ol-liabilitymanagement-eu@ubs.com
(mailto:ol-liabilitymanagement-eu@ubs.com) ; Attention: DCM EMEA Liability
Management).

 

This announcement is made by Vodafone Group Plc and relates to the disclosure
of information that qualified or may have qualified as inside information
within the meaning of Article 7 of the Market Abuse Regulation (EU) 596/2014
as it forms part of United Kingdom domestic law by virtue of the European
Union (Withdrawal) Act 2018 ("UK MAR"). For the purposes of UK MAR, this
announcement is made by Maaike de Bie, Group General Counsel and Company
Secretary of Vodafone Group Plc.

 

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 Company, the Dealer Managers and
the Tender Agents to inform themselves about, and to observe, any such
restrictions.

 

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