TIDMBB90
RNS Number : 9007N
Lewis(John) PLC
31 October 2016
NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR
RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS, ANY
STATE OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA (INCLUDING
PUERTO RICO, THE US VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE
ISLAND AND THE NORTHERN MARIANA ISLANDS) OR IN OR INTO OR TO ANY
PERSON LOCATED OR RESIDENT IN ANY OTHER JURISDICTION WHERE IT IS
UNLAWFUL TO DISTRIBUTE THIS DOCUMENT.
John Lewis plc
31 October 2016
Announcement of increase to Early Instruction Fee
On 17 October 2016, John Lewis plc (the "Issuer" or "John
Lewis") announced invitations to holders of each series of bonds
("Holders") described in the table below (together the "Bonds", and
each series of the Bonds a "Series") to consent to certain
amendments to the terms and conditions of the relevant Bonds (each
such invitation a "Consent Solicitation" and collectively the
"Consent Solicitations") and distributed a consent solicitation
memorandum dated 17 October 2016 (the "Consent Solicitation
Memorandum") and a supplemental consent solicitation memorandum
dated 25 October 2016 (the "First Supplemental Consent Solicitation
Memorandum") in respect of the Consent Solicitations:
Details of the Bonds
Description ISIN Outstanding Original Revised
principal Early Early
amount Instruction Instruction
Fee Fee
GBP275,000,000
8.375 per
cent. Bonds
due 2019 XS0421003665 GBP275,000,000 0.25% 0.375%
GBP300,000,000
6.125 per
cent. Bonds
due 2025 XS0527985583 GBP300,000,000 0.25% 0.45%
GBP300,000,000
4.250 per
cent. Bonds
due 2034 XS1140961563 GBP300,000,000 0.25% 0.50%
Second Supplemental Consent Solicitation Memorandum
Following consultation with investors, John Lewis has prepared a
second supplemental consent solicitation memorandum (the "Second
Supplemental Consent Solicitation Memorandum") which sets out an
increase in the Early Instruction Fee payable in respect of the
Consent Solicitation.
Subject to the restrictions described below, Holders may obtain
a copy of the Second Supplemental Consent Solicitation Memorandum
from the Tabulation Agent, the contact details for which are set
out below. In order to receive a copy of the Second Supplemental
Consent Solicitation Memorandum, a Holder will be required to
provide certain confirmations as to his or her status as a Holder.
Holders are advised to read carefully the Second Supplemental
Consent Solicitation Memorandum.
Capitalised terms used in this announcement but not defined have
the meanings given to them in the Second Supplemental Consent
Solicitation Memorandum.
Amendments to the procedures for participating in the Consent
Solicitations
Following consultation with investors, John Lewis has decided to
increase the Early Instruction Fee payable to all Holders who vote
in favour of the relevant Extraordinary Resolution prior to the
Revised Early Instruction Deadline of 10.00 a.m. (London time) on
Monday 7 November 2016 and who do not revoke their votes from 0.25
per cent. of the principal amount of the Bonds which are the
subject of such Electronic Voting Instruction to (i) 0.375 per
cent. of the 2019 Bonds, (ii) 0.45 per cent. of the 2025 Bonds and
(iii) 0.50 per cent. of the 2034 Bonds which are the subject of
such Electronic Voting Instruction.
Accordingly, Holders who deliver, or arrange to have delivered
on their behalf, and who do not revoke, valid Electronic Voting
Instructions in respect of and in favour of the relevant
Extraordinary Resolution prior to 10.00 a.m. (London time) on
Monday 7 November 2016 shall be eligible to receive an amount equal
to (i) 0.375 per cent. of the principal amount of the 2019 Bonds
which are the subject of such Electronic Voting Instruction; (ii)
0.45 per cent. of the principal amount of the 2025 Bonds which are
the subject of such Electronic Voting Instruction; and (iii) 0.50
per cent. of the principal amount of the 2034 Bonds which are the
subject of such Electronic Voting Instruction (each a "Revised
Early Instruction Fee"), subject to (i) the Extraordinary
Resolution in respect of the relevant Series being duly passed and
the corresponding amendments to the Conditions of the relevant
Series of Bonds being implemented, and (ii) the Extraordinary
Resolution in respect of each other Series of Bonds being duly
passed and the corresponding amendments to the Conditions of each
other Series of Bonds being implemented. However, John Lewis shall
have full discretion to waive condition (ii) above. Holders who (i)
submit or deliver Electronic Voting Instructions after the Revised
Early Instruction Deadline, (ii) submit or deliver Electronic
Voting Instructions voting against the relevant Extraordinary
Resolution, or (iii) otherwise vote in respect of the relevant
Extraordinary Resolution other than by submission or delivery of an
Electronic Voting Instruction, will not be eligible to receive the
Revised Early Instruction Fee or any other Instruction Fee. No
Instruction Fee other than the Revised Early Instruction Fee shall
be payable in respect of the Consent Solicitations.
Holders who have, on or prior to the date of the Second
Supplemental Consent Solicitation Memorandum, delivered, or have
arranged to have delivered on their behalf, and who do not revoke,
valid Electronic Voting Instructions in respect of and in favour of
the relevant Extraordinary Resolution shall be eligible to receive
the Revised Early Instruction Fee on the terms set out above and do
not need to take any further action.
In accordance with the procedures set out in the Consent
Solicitation Memorandum, Holders who have, on or prior to the date
of the Second Supplemental Consent Solicitation Memorandum,
delivered, or have arranged to have delivered on their behalf,
Electronic Voting Instructions in respect of the relevant
Extraordinary Resolution may revoke any such Electronic Voting
Instruction and submit a further Electronic Voting Instruction in
respect of the relevant Extraordinary Resolution.
Holders are advised to read carefully the Second Supplemental
Consent Solicitation Memorandum for full details of, and
information on the procedures for participating in, any Consent
Solicitation.
Questions and requests for assistance in connection with the
Consent Solicitations may be directed to the Solicitation
Agents:
Solicitation Agents
HSBC Bank plc J.P. Morgan Securities plc
8 Canada Square 25 Bank Street
London E14 5HQ Canary Wharf
London E14 5JP
Telephone: +44 207 992 6237 Telephone: +44 207 134 2468
LM_EMEA@hsbc.com Email: emea_lm@jpmorgan.com
Attention: Liability Management Group Attention: Liability Management
Tabulation Agent
Lucid Issuer Services Limited
Tankerton Works
12 Argyle Walk
London WC1H 8HA
Telephone: +44 20 7704 0880
Attention: David Shilson
Email: johnlewis@lucid-is.com
DISCLAIMER: This announcement must be read in conjunction with
the Second Supplemental Consent Solicitation Memorandum. The Second
Supplemental Consent Solicitation Memorandum contains important
information which should be read carefully before any decision is
made with respect to the Consent Solicitation. If any Holder is in
any doubt as to the action it should take or is unsure of the
impact of the implementation of the Proposals, it is recommended to
seek its own financial and legal advice, including in respect of
any tax consequences, immediately from its broker, bank manager,
solicitor, accountant or other independent financial, tax or legal
adviser. Any individual or company whose Bonds 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
participate in the Consent Solicitation or otherwise participate in
the Proposals. None of the Issuer, the Solicitation Agents, the
Tabulation Agent, the Trustee or the Principal Paying Agent makes
any recommendation as to whether Holders should participate in the
Consent Solicitation or otherwise participate in the Proposals.
Nothing in this announcement or the Second Supplemental Consent
Solicitation Memorandum constitutes or contemplates an offer of, an
offer to purchase or the solicitation of an offer to purchase or
sell any security in any jurisdiction. The distribution of this
announcement and the Second Supplemental Consent Solicitation
Memorandum in certain jurisdictions may be restricted by law, and
persons into whose possession this announcement or the Second
Supplemental Consent Solicitation Memorandum comes are requested to
inform themselves about, and to observe, any such restrictions.
Each Holder participating in any Consent Solicitation will be
required to make certain representations. Any Electronic Voting
Instruction from a Holder that is unable to make these
representations will not be accepted.
This information is provided by RNS
The company news service from the London Stock Exchange
END
DOCLLFVEIRLLVIR
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