TIDM74WM
RNS Number : 1824A
BP Capital Markets PLC
25 September 2020
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.
NOT FOR 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, GUAM, AMERICAN
SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS), ANY STATE OF
THE UNITED STATES OR THE DISTRICT OF COLUMBIA (the United States)
OR IN OR INTO ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO
RELEASE, PUBLISH OR DISTRIBUTE THIS ANNOUNCEMENT.
BP Capital Markets p.l.c. announces final results of its tender
offers for certain series of its Euro and Sterling denominated
Notes
25 September 2020.
On 17 September 2020, BP Capital Markets p.l.c. (the Offeror)
announced separate invitations to holders of its outstanding (i)
EUR1,250,000,000 1.373 per cent. Guaranteed Notes due 2022 (ISIN:
XS1375956569) (the March 2022 Notes), (ii) EUR1,150,000,000 1.526
per cent. Guaranteed Notes due 2022 (ISIN: XS1114477133) (the
September 2022 Notes), (iii) EUR1,250,000,000 1.109 per cent.
Guaranteed Notes due 2023 (ISIN: XS1190973559) (the February 2023
Notes), (iv) GBP650,000,000 1.177 per cent. Guaranteed Notes due
2023 (ISIN: XS1475051162) (the August 2023 Notes), (v)
EUR925,000,000 1.117 per cent. Guaranteed Notes due 2024 (ISIN:
XS1527126772) (the January 2024 Notes), (vi) EUR1,000,000,000 1.876
per cent. Guaranteed Notes due 2024 (ISIN: XS2135797202) (the April
2024 Notes), (vii) EUR1,000,000,000 0.900 per cent. Guaranteed
Notes due 2024 (ISIN: XS1851277969) (the July 2024 Notes), (viii)
EUR850,000,000 0.830 per cent. Guaranteed Notes due 2024 (ISIN:
XS1492671158) (the September 2024 Notes), (ix) GBP400,000,000 2.030
per cent. Guaranteed Notes due 2025 (ISIN: XS1566187214) (the
February 2025 Notes), (x) EUR750,000,000 1.953 per cent. Guaranteed
Notes due 2025 (ISIN: XS1375957294) (the March 2025 Notes); (xi)
EUR850,000,000 1.077 per cent. Guaranteed Notes due 2025 (ISIN:
XS1637863629) (the June 2025 Notes); (xii) GBP400,000,000 1.827 per
cent. Guaranteed Notes due 2025 (ISIN: XS1992928116) (the September
2025 Notes); and (xiii) EUR900,000,000 1.594 per cent. Guaranteed
Notes due 2028 (ISIN: XS1851278777) (the 2028 Notes and, together
with the March 2022 Notes, the September 2022 Notes, the February
2023 Notes, the August 2023 Notes, the January 2024 Notes, the
April 2024 Notes, the July 2024 Notes, the September 2024 Notes,
the February 2025 Notes, the March 2025 Notes, the June 2025 Notes
and the September 2025 Notes, the Notes and each a Series), to
tender their Notes for purchase by the Offeror for cash (each such
invitation an Offer and together the Offers).
The Offers expired at 4.00 p.m. (London time) on 24 September
2020 (the Expiration Deadline) and the Offeror now announces 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 17 September 2020
(the Tender Offer Memorandum) prepared by the Offeror. Capitalised
terms used in this announcement but not defined have the meanings
given to them in the Tender Offer Memorandum.
Series Acceptance Amounts
The Offeror announces that it has decided to accept all valid
tenders of Notes (other than the April 2024 Notes, the February
2025 Notes and the March 2025 Notes) in full with no pro rata
scaling and does not expect to accept any valid tenders of the
April 2024 Notes, the February 2025 Notes or the March 2025 Notes .
Accordingly each Series Acceptance Amount will be as set out in the
table below.
Applicable Sterling/Euro Exchange Rate
As at the Expiration Deadline, the Applicable Sterling/Euro
Exchange Rate was GBP1 = EUR 1.0923 .
Pricing and Settlement
Pricing for the Offers took place at or around (i) 9.00 a.m.
(London time) today in the case of each Series of
Sterling-denominated Notes; and (ii) 11.00 a.m. (London time) today
in the case of each other Series of Fixed Purchase Spread
Notes.
A summary of the final pricing for, and results of, the Offers
appears below:
Priority Notes Series Benchmark Purchase Purchase Purchase Outstanding
Level Acceptance Rate Spread Yield Price nominal
Amount amount
post settlement
--------- ------------ --------------- ------------ ------------ -------------- ------------- -----------------
March Not Not -0.35 per 102.466
1 2022 Notes EUR390,895,000 Applicable Applicable cent. per cent. EUR859,105,000
September Not Not -0.30 per 103.653
1 2022 Notes EUR339,563,000 Applicable Applicable cent. per cent. EUR810,437,000
February Not Not -0.30 per 103.374
1 2023 Notes EUR427,896,000 Applicable Applicable cent. per cent. EUR822,104,000
1 August GBP294,259,000 -0.096 25 bps 0.154 per 102.669 GBP355,741,000
2023 Notes per cent. cent. per cent.
(semi-annual)
January -0.481 -0.281 104.317
1 2024 Notes EUR438,116,000 per cent. 20 bps per cent. per cent. EUR486,884,000
July 2024 -0.466 -0.166 104.023
1 Notes EUR447,212,000 per cent. 30 bps per cent. per cent. EUR552,788,000
April Not Not Not
2 2024 Notes EUR0 Applicable 35 bps Applicable Applicable EUR1,000,000,000
September -0.466 -0.116 103.530
2 2024 Notes EUR306,225,000 per cent. 35 bps per cent. per cent. EUR543,775,000
2 February GBP0 Not 50 bps Not Not GBP400,000,000
2025 Notes Applicable Applicable Applicable
March Not Not Not
2 2025 Notes EUR0 Applicable 40 bps Applicable Applicable EUR750,000,000
June 2025 -0.446 -0.046 105.046
2 Notes EUR277,364,000 per cent. 40 bps per cent. per cent. EUR572,636,000
2 September GBP192,760,000 -0.108 60 bps 0.493 per 106.500 GBP207,240,000
2025 Notes per cent. cent. per cent.
(annual)
-0.333 0.417 per 108.967
2 2028 Notes EUR259,904,000 per cent. 75 bps cent. per cent. EUR640,096,000
Therefore, the Offeror will accept approximately EUR2.4 billion
in aggregate nominal amount of Notes with Priority Level 1, and
approximately EUR1.1 billion in aggregate nominal amount of Notes
with Priority Level 2.
The Final Consideration Amount is EUR 3,562,907,239.48
(converted, where applicable, into the Euro Equivalent at the
Applicable Sterling/Euro Exchange Rate) .
The Offeror will also pay an Accrued Interest Payment in respect
of Notes accepted for purchase pursuant to the relevant Offers.
The Settlement Date in respect of any Notes accepted for
purchase pursuant to the relevant Offers is expected to be 29
September 2020. All Notes purchased pursuant to the relevant Offers
will be cancelled.
Deutsche Bank AG London Branch (Telephone: +44 20 7545 8011;
Attention: Liability Management Group) and MUFG Securities EMEA plc
(Telephone: +44 20 7577 4218; Attention: Liability Management
Group; Email: liability.management@mufgsecurities.com) are acting
as Dealer Managers for the Offers.
Lucid Issuer Services Limited (Telephone: + 44 20 7704 0880;
Attention: Arlind Bytyqi ; Email: bp@lucid-is.com) is acting as
Tender Agent for the Offers.
This announcement is released by the Offeror 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), encompassing information relating
to the Offers described above. For the purposes of MAR and Article
2 of Commission Implementing Regulation (EU) 2016/1055, this
announcement is made by Gary Admans, Head of Liquidity and Capital
Markets at the Parent .
LEI Number: 549300CRVT18MXX0AG93
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 come(s) are required by each of the Offeror, the Parent,
the Dealer Managers and the Tender Agent to inform themselves
about, and to observe, any such restrictions.
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END
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