Northumbrian Water Finance PLC Result of Tender Offer (1272M)
October 10 2016 - 7:04AM
UK Regulatory
TIDMAG41 TIDMTTM
RNS Number : 1272M
Northumbrian Water Finance PLC
10 October 2016
NORTHUMBRIAN WATER FINANCE PLC
ANNOUNCES FINAL RESULTS AND PRICING OF TENDER OFFER
NOT FOR DISTRIBUTION TO ANY PERSON RESIDENT AND/OR LOCATED IN
THE UNITED STATES
This announcement does not constitute an invitation to
participate in the Tender Offer (as defined herein) in or from any
jurisdiction in or from which, or to or from whom, it is unlawful
to make such offer under applicable securities laws or otherwise.
The distribution of this announcement in certain jurisdictions (in
particular the United States, the United Kingdom, Belgium, France
and the Republic of Italy) may be restricted by law. See the
section entitled "Offer Restrictions" in the Memorandum (as defined
below). Persons into whose possession this document comes are
required by the Company the Guarantor and the Dealer Managers to
inform themselves about, and to observe, any such restrictions. No
action that would permit a public offer has been or will be taken
in any jurisdiction by the Company, the Guarantor or the Dealer
Managers.
London, 10 October 2016.
Further to its announcements on 29 September 2016 and 10 October
2016, Northumbrian Water Finance Plc (the "Company") hereby
announces the final results and pricing of its invitation to
holders of its GBP300,000,000 6 per cent. Guaranteed Bonds due 2017
(ISIN: XS0139335029) (the "Bonds") issued by the Company and
guaranteed by Northumbrian Water Limited (the "Guarantor") to
tender their Bonds for purchase by the Company for cash on the
terms of and subject to the conditions described in the tender
offer memorandum dated 29 September 2016 (the "Memorandum")
(including the New Issue Condition) (the "Tender Offer").
Capitalised terms used in this announcement and not otherwise
defined have the meanings ascribed to them in the Memorandum.
The Expiration Deadline of the Tender Offer was 4.00 p.m.
(London time) on 7 October 2016.
Final Results and Pricing
Final pricing of the Tender Offer took place today, 10 October
2016. If the Company decides to accept any Bonds for purchase
pursuant to the Tender Offer, the cash purchase price that the
Company will pay for the Bonds will be as indicated in the
following table. As the aggregate principal amount of the Bonds
validly tendered pursuant to the Tender Offer exceeded the Maximum
Purchase Amount of GBP120,002,000, the Company intends (if it
decides to accept any Bonds for purchase) to accept Bonds for
purchase on a pro-rata basis, subject to a pro-ration factor of
59.45 per cent.
Final Acceptance Amount: GBP120,002,000 (being equal
of the Maximum Purchase
Amount)
Purchase Price per GBP1,000
in principal amount of
Bonds: GBP1,055.17
Accrued Interest: 0.016 per cent.
Reference Yield 0.193 per cent.
Pro-ration factor 59.450 per cent.
The New Issue, and the guarantee thereof, are not being, and
will not be, offered or sold in the United States. Nothing in this
Memorandum constitutes an offer to sell or the solicitation of an
offer to buy the New Issue, or the guarantee thereof, in the United
States or any other jurisdiction. Securities may not be offered,
sold or delivered in the United States absent registration under,
or an exemption from the registration requirements of, the U.S.
Securities Act of 1933, as amended (the "Securities Act"). The New
Issue, and the guarantee thereof, have not been, and will not be,
registered under the Securities Act or the securities laws of any
state or other jurisdiction of the United States and may not be
offered, sold or delivered, directly or indirectly, within the
United States or to, or for the account or benefit of, U.S.
persons.
Settlement
Subject to the satisfaction of the New Issue Condition, the
Purchase Price, together with Accrued Interest, will be paid to
Bondholders whose Bonds have been accepted for purchase by the
Company on the Settlement Date which is expected to be 12 October
2016.
Bonds which the Company has not accepted for purchase pursuant
to the Tender Offer will remain outstanding subject to the terms
and conditions of such Bonds.
Further Information
A complete description of the terms and conditions of the Tender
Offer is set out in the Memorandum. Barclays Bank PLC, Lloyds Bank
plc, RBC Europe Limited and The Royal Bank of Scotland plc are the
Dealer Managers for the Tender Offer.
Requests for information in relation to the Tender Offer should
be directed to:
DEALER MANAGERS
Barclays Bank PLC Lloyds Bank plc
5 The North Colonnade 10 Gresham Street
Canary Wharf London EC2V 7AE
London E14 4BB
Telephone: +44 20 3134 Telephone: +44 20 7158
8515 1721
Email: eu.lm@barclays.com Email: liability.management@lloydsbanking.com
Attention: Liability Attention: Liability
Management Group Management
RBC Europe Limited The Royal Bank of Scotland
Riverbank House plc
2 Swan Lane 135 Bishopsgate
London EC4R 3BF London EC2M 3UR
Telephone: +44 20 7029 Telephone: +44 20 7678
7420 5282
Email: liability.management@rbccm.com Email: liabilitymanagement@rbs.com
Attn: Liability Management Attention: Liability
Group Management
THE TENDER AGENT
Lucid Issuer Services
Limited
Tankerton Works
12 Argyle Walk
London WC1H 8HA
Telephone: +44
20 7704 0880
Email: nwg@lucid-is.com
Attention: David
Shilson
The Dealer Managers do not take responsibility for the contents
of this announcement or the Memorandum. This announcement must be
read in conjunction with the Memorandum. This announcement and the
Tender Offer do not constitute an offer to buy or the solicitation
of an offer to sell the Bonds in any jurisdiction in which such
offer or solicitation is unlawful, and Electronic Instruction
Notices from Bondholders originating from any jurisdiction in which
such offer or solicitation is unlawful will be rejected. Neither
the delivery of this announcement or the Tender Offer nor any
purchase of Bonds shall, under any circumstances, create any
implication that there has been no change in the affairs of the
Company or the Guarantor since the date hereof, or that the
information herein is correct as of any time subsequent to the date
hereof.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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