TIDMHMSO
RNS Number : 8583L
Hammerson PLC
08 September 2023
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES
OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) 596/2014 AS IT
FORMS PART OF DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION
(WITHDRAWAL) ACT 2018 (EUWA) .
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO, OR TO
ANY PERSON LOCATED OR RESIDENT IN, OR AT ANY ADDRESS IN, THE UNITED
STATES OF AMERICA , 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 OF AMERICA OR THE DISTRICT OF COLUMBIA (THE UNITED STATES)
OR TO ANY U.S. PERSON (AS DEFINED IN REGULATION S OF THE UNITED
STATES SECURITIES ACT OF 1933, AS AMENDED (THE SECURITIES ACT)) OR
IN OR INTO ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE,
PUBLISH OR DISTRIBUTE THIS DOCUMENT.
HAMMERSON PLC ANNOUNCES
INDICATIVE RESULTS OF TENDER OFFERS IN RESPECT OF ITS
GBP350,000,000 3.500 PER CENT. BONDS DUE 2025 (the 2025
BONDS)
AND
GBP300,000,000 6.00 PER CENT. BONDS DUE 2026 (the 2026
BONDS)
8 September 2023.
Hammerson plc (the Company) announces today the indicative
results of its separate invitations to holders of its outstanding
(a) GBP350,000,000 3.500 per cent. Bonds due 2025 (ISIN:
XS1311391012) (the 2025 Bonds) and (b) GBP300,000,000 6.00 per
cent. Bonds due 2026 (ISIN: XS0184639895) (the 2026 Bonds and,
together with the 2025 Bonds, the Bonds and each a Series) to
tender their Bonds for purchase by the Company for cash (each such
invitation an Offer and together the Offers).
The Offers were announced on 31 August 2023 and were made on the
terms and subject to the conditions contained in the tender offer
memorandum dated 31 August 2023 (the Tender Offer Memorandum).
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 7 September 2023.
New Issue Condition
The Company confirms that the issue of the New Bonds settled on
6 September 2023, and therefore the New Issue Condition has been
satisfied.
Expected Series Acceptance Amounts
As at the Expiration Deadline, the Company had received valid
tenders for purchase pursuant to the Offers of (i) GBP 96,114,000
in aggregate nominal amount of 2025 Bonds and (ii) GBP 88,392,000
in aggregate nominal amount of 2026 Bonds.
If the Company decides to accept Bonds validly tendered pursuant
to the Offers, the Company expects that each Series Acceptance
Amount and applicable Scaling Factor will be set as follows:
Series Expected Series Acceptance Amount Expected Scaling
Factor
2025 Bonds GBP 11,700,000 7.055 per cent.
2026 Bonds GBP88,392,000 N/A
Bondholders should note that this is a non-binding indication of
the level at which the Company expects to set each Series
Acceptance Amount and applicable Scaling Factor.
Pricing for the Offers will take place at or around 11.00 a.m.
(London time) today (the Pricing Time). As soon as reasonably
practicable after the Pricing Time, the Company will announce
whether it will accept valid tenders of Bonds pursuant to either or
both Offers and, if so accepted, the Final Acceptance Amount, each
Series Acceptance Amount, each Benchmark Security Rate, each
Purchase Yield, each Purchase Price and any Scaling Factors that
will be applied to the Bonds of either Series, as applicable.
The Settlement Date in respect of the Bonds accepted for
purchase pursuant to the Offers is expected to be 13 September
2023.
Lloyds Bank Corporate Markets plc (Tel: + 44 (0) 20 7158
1719/1726 ; Attn: Liability Management, Commercial Banking; Email:
LBCMLiabilityManagement@lloydsbanking.com ); and Mizuho
International plc (Tel: + 44 20 7090 6134 ; Attn: Liability
Management; Email: liabilitymanagement@uk.mizuho-sc.com ) are
acting as Dealer Managers for the Offers (as made to the Relevant
Bondholders).
Kroll Issuer Services Limited (Tel: +44 20 7704 0880; Attn:
Alessandro Zorza; Email: hammerson@is.kroll.com) is acting as
Tender Agent.
UK MAR : This announcement is released by the 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 (MAR) as it forms part of UK domestic law
by virtue of the EUWA (UK MAR), encompassing information relating
to the Offers described above. For the purposes of UK MAR and
Article 2 of the binding technical standards published by the
Financial Conduct Authority in relation to MAR as regards
Commission Implementing Regulation (EU) 2016/1055, this
announcement is made by Alex Dunn, Company Secretary at the
Company.
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 Agent to inform themselves about, and to
observe, any such restrictions.
This announcement has also been released on the SENS system of
the Johannesburg Stock Exchange and on Euronext Dublin.
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END
RTESSWSWAEDSEIU
(END) Dow Jones Newswires
September 08, 2023 04:00 ET (08:00 GMT)
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