REG - British Telecom PLC - Final results and pricing of offers

BTAnnouncement

20/06/2024 15:30

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RNS Number : 2680T  British Telecommunications PLC  20 June 2024

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 UK DOMESTIC LAW
BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018, AS AMENDED.

 

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, 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.

20 June 2024

BRITISH TELECOMMUNICATIONS PUBLIC LIMITED COMPANY ANNOUNCES FINAL RESULTS AND
PRICING OF OFFERS

Further to its announcements on 13 June 2024, 14 June 2024 and earlier today,
British Telecommunications public limited company (the "Offeror") now
announces the final results and pricing of its invitations made to the holders
of its outstanding EUR 650,000,000 0.500 per cent. Notes due 12 September 2025
(ISIN: XS2051494222) (the "2025 Notes") and EUR 1,300,000,000 1.750 per cent.
Notes due 10 March 2026 (ISIN: XS1377679961) (the "2026 Notes" and together
with the 2025 Notes, the "Notes" and each a "Series") as described in the
tender offer memorandum dated 13 June 2024 (the "Tender Offer Memorandum")
(each such invitation an "Offer" and together the "Offers").

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

The Expiration Time for the Offers was 4.00 p.m. (London time) on 19 June
2024. The pricing took place at or around 11.00 a.m. (London time) today.

The Offeror hereby announces that it will accept for purchase in accordance
with the terms and subject to the conditions (including the New Financing
Condition) set out in the Tender Offer Memorandum and at the relevant Purchase
Price, all Notes validly Offered for Sale pursuant to the Offers, without
pro-ration, in an aggregate nominal amount of

EUR 454,898,000. The Offeror further announces that the aggregate nominal
amount of each Series validly accepted for purchase (each a "Series Acceptance
Amount") will be as set out in the table below.

 

 Description                                                  ISIN          Interpolated Mid-Swap Rate  Repurchase Yield  Purchase Price    Series Acceptance Amount  Outstanding Aggregate Nominal Amount after the Settlement Date
 EUR 650,000,000 0.500 per cent. Notes due 12 September 2025  XS2051494222  3.485 per cent.             3.485 per cent.   96.497 per cent.  EUR 230,978,000           EUR 419,022,000

 EUR 1,300,000,000 1.750 per cent. Notes due 10 March 2026    XS1377679961  3.317 per cent.             3.467 per cent.   97.191 per cent.  EUR 223,920,000           EUR 1,076,080,000

Notes purchased by the Offeror pursuant to the Offers will be cancelled by the
Offeror and will not be re-issued or re-sold. Notes which have not been
validly submitted or validly submitted but not accepted for purchase pursuant
to the Offers will remain outstanding.

Payment of the Tender Consideration in respect of the Notes accepted for
purchase by the Offeror will occur on the Settlement Date for the Offers which
is expected to be 24 June 2024.

Any requests for information in relation to the Offers should be directed to
the Dealer Managers or the Tender Agent whose contact details are listed
below.

 DEALER MANAGERS
 Barclays Bank PLC                  J.P. Morgan Securities plc

 1 Churchill Place                  25 Bank Street

 London E14 5HP                     Canary Wharf

United Kingdom

                                  London E14 5JP
 Telephone: +44 (0) 20 3134 8515

                                  United Kingdom
 Attn: Liability Management Group

 Email: eu.lm@barclays.com

                                    Telephone: +44 207 134 2468

                                    Attn: EMEA Liability Management Group

                                    Email: liability_management_EMEA@jpmorgan.com
 THE TENDER AGENT
 Kroll Issuer Services Limited
 The Shard

32 London Bridge Street

London SE1 9SG

United Kingdom

Tel: +44 20 7704 0880

Attn: David Shilson

Email: bt@is.kroll.com

Website: https://deals.is.kroll.com/bt

This announcement is released by British Telecommunications public limited
company 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 United Kingdom domestic law by
virtue of the European Union (Withdrawal) Act 2018, as amended ("UK MAR"),
encompassing information relating to the Offers, as described above. For the
purposes of UK MAR and the Implementing Technical Standards, this announcement
is made by Andrew Binnie, BT Group Treasury Director of the Offeror.

DISCLAIMER

This announcement must be read in conjunction with the Tender Offer
Memorandum. This announcement and the Tender Offer Memorandum contain
important information which should be read carefully before any decision is
made with respect to the Offers. If any Qualifying Holder is in any doubt as
to the contents of this announcement, the Tender Offer Memorandum or the
action it should take, it is recommended to seek its own financial, legal,
regulatory and tax advice, including in respect of any tax consequences,
immediately from its broker, bank manager, solicitor, accountant or other
independent financial, tax or legal adviser.

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

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