TIDM79IU

RNS Number : 6847J

Gatwick Funding Limited

14 December 2022

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 AND THE DISTRICT OF COLUMBIA) (the "United States") OR TO ANY U.S. PERSON (AS DEFINED BELOW) OR IN OR INTO OR TO ANY PERSON RESIDENT IN ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS DOCUMENT.

THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT QUALIFIED AS INSIDE INFORMATION WITHIN THE MEANING OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) 596/2014 AS IT FORMS PART OF DOMESTIC LAW OF THE UNITED KINGDOM BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018.

14 December 2022

GATWICK AIRPORT LIMITED

INDICATIVE RESULTS OF TER OFFER

On 6 December 2022, Gatwick Airport Limited (the " Offeror ") announced separate invitations to the holders of the outstanding notes detailed below (each a " Series " and together the " Notes ") issued by Gatwick Funding Limited (the " Issuer ") to tender a portion of such Notes for purchase by the Offeror for cash (each such invitation an " Offer " and, together, the " Offers "). The Offers were made on the terms and subject to the conditions set out in the Tender Offer Memorandum dated 6 December 2022 (the " Tender Offer Memorandum "). Capitalised terms used and not otherwise defined in this announcement have the meanings given to them in the Tender Offer Memorandum. The Expiration Deadline for the Offers was 16:00 (London time) on 13 December 2022.

The Offeror announces today the non-binding indicative results of the Offers which are set out in the table below:

 
                                 Aggregate 
                                 Principal      Indicative     Expected 2024 Notes 
 Description                     Amount of       Pro-ration     Target Acceptance 
   of Notes        ISIN        Notes tendered      Factor             Amount 
------------  -------------  ----------------  ------------  ---------------------- 
 
  The 2024     XS0733794407   GBP198,942,000      75.250        GBP150,002,000 in 
    Notes                                        per cent.     aggregate principal 
                                                               amount of 2024 Notes 
                                                               (subject as set out 
                                                               in the Tender Offer 
                                                                   Memorandum) 
 
 
                                    Aggregate 
                                    Principal        Indicative       Expected Fixed Spread 
  Description                       Amount of        Pro-ration      Notes Series Acceptance 
    of Notes          ISIN        Notes tendered       Factor                 Amount 
---------------  -------------  ----------------  ---------------  -------------------------- 
 The 2039 Notes   XS1691441924   GBP145,118,000    Not Applicable       GBP0 in aggregate 
                                                                         principal amount 
                                                                      of 2039 Notes (subject 
                                                                        as set out in the 
                                                                     Tender Offer Memorandum) 
 The 2046 Notes   XS1502174581   GBP119,910,000       100.000           GBP119,910,000 in 
                                                      per cent.        aggregate principal 
                                                                       amount of 2046 Notes 
                                                                       (subject as set out 
                                                                       in the Tender Offer 
                                                                           Memorandum) 
 The 2048 Notes   XS1781266793   GBP151,495,000        61.333           GBP93,468,000 in 
                                                      per cent.        aggregate principal 
                                                                       amount of 2048 Notes 
                                                                       (subject as set out 
                                                                       in the Tender Offer 
                                                                           Memorandum) 
 The 2049 Notes   XS2022203801    GBP96,000,000       100.000           GBP96,000,000 in 
                                                      per cent.        aggregate principal 
                                                                       amount of 2049 Notes 
                                                                       (subject as set out 
                                                                       in the Tender Offer 
                                                                           Memorandum) 
 

As of the Expiration Deadline, GBP512,523,000 in aggregate principal amount of Fixed Spread Notes have been tendered and the non-binding expected Fixed Spread Notes Offer Cap is equal to an aggregate purchase price (excluding Accrued Interest) of GBP200,000,000.

Noteholders should note that this announcement is a non-binding indication of the level at which the Issuer expects to set the 2024 Notes Target Acceptance Amount, the Fixed Spread Notes Offer Cap and each Fixed Spread Notes Series Acceptance Amount.

Pricing for the Offers will take place at or around 11:00 (London time) (the " Pricing Time ") today.

As soon as reasonably practicable after the Pricing Time, the Offeror will announce the final results of the Offers, including the final 2024 Notes Target Acceptance Amount, the final Fixed Spread Notes Offer Cap, each Fixed Spread Notes Series Acceptance Amount, the final aggregate principal amount of Notes of each Series accepted for purchase pursuant to the Offers, the applicable pro-ration factor, the principal amount of Notes of each Series that will remain outstanding after the Settlement Date subject to their respective terms, the details of the Fixed Spread Notes Purchase Price, the Repurchase Yield and the Benchmark Reference Security Yield for Fixed Spread Notes of each Series accepted for purchase pursuant to the relevant Offer(s) and the Settlement Date.

Further Information

Any questions or requests for assistance in connection with the Offers may be directed to the Dealer Managers or the Tender and Information Agent at the following telephone number or e-mail address:

 
                                        THE DEALER MANAGERS 
             Banco Santander, S.A.                          Lloyds Bank Corporate Markets 
                 2 Triton Square                                         plc 
                 Regent's Place                                   10 Gresham Street 
                 London NW1 3AN                                    London EC2V 7AE 
                 United Kingdom                                     United Kingdom 
                                                             Tel: +44 (0) 20 7158 1726 / 
  Email: liabilitymanagement@santandercib.co.uk                          1719 
         Attention: Liability Management           Email: LBCMLiabilityManagement@lloydsbanking.com 
                                                           Attention: Liability Management 
                                                                         Team 
 
                                        NatWest Markets Plc 
                                           250 Bishopsgate 
                                           London EC2M 4AA 
                                           United Kingdom 
 
                                   Telephone: +44 (0) 20 7678 5222 
                            Email: liabilitymanagement@natwestmarkets.com 
                                   Attention: Liability Management 
                                  THE TER AND INFORMATION AGENT 
                                   Kroll Issuer Services Limited 
                                              The Shard 
                                       32 London Bridge Street 
                                           London SE1 9SG 
                                           United Kingdom 
 
                                  Telephone: + 44 (0) 20 7704 0880 
                                      Attention: Arlind Bytyqi 
                                     Email: gatwick@is.kroll.com 
                      Tender Offer Website: https://deals.is.kroll.com/gatwick 
 

Market Abuse Regulation

This announcement is released by the Issuer and contains information in relation to the Notes that qualified as inside information for the purposes of the Market Abuse Regulation (EU) 596/2014 as it forms part of domestic law of the United Kingdom by virtue of the European Union (Withdrawal) Act 2018 ("EUWA") ("MAR"), encompassing information relating to the Bonds. For the purposes of MAR and Article 2 of Commission Implementing Regulation (EU) 2016/1055 as it forms part of domestic law of the United Kingdom by virtue of the EUWA, this Notice is made by Lucy Chadwick, a Director of the Issuer.

Disclaimer

Noteholders must read this announcement in conjunction with the Tender Offer Memorandum. If any Noteholder is in any doubt as to the contents of this announcement and/or the Tender Offer Memorandum or the effect of the Offers, 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.

The Dealer Managers are acting exclusively for the Offeror and no one else in connection with the arrangements described in this announcement and the Tender Offer Memorandum and none of the Dealer Managers, the Information and Tender Agent, or any director, officer, employee, agent or affiliate of any such person, will be responsible to any Noteholder for providing any protections which would be afforded to its clients or for providing advice in relation to the Offers, and accordingly none of the Dealer Managers, the Information and Tender Agent or any of their respective directors, officers, employees or affiliates make any representation or recommendation whatsoever regarding the Offers.

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END

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December 14, 2022 04:38 ET (09:38 GMT)

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