EDF announces the final results of its tender offer for euro-denominated hybrid notes and the early participation results of ...
12 Dezember 2019 - 8:00AM
EDF announces the final results of its tender offer for
euro-denominated hybrid notes and the early participation results
of its tender offer for US dollar-denominated hybrid notes
PRESS RELEASE
12 December 2019
EDF announces the final results of its
tender offer for euro-denominated hybrid notes and the early
participation results of its tender offer for US dollar-denominated
hybrid notes
EDF (the “Company”) today
announces the results of the tender offers launched on 26 November
2019 (1) (the "Tender Offers") to purchase
the following hybrid notes (together, the “Targeted Hybrid
Notes”):
- EUR 1,000 million Reset Perpetual Subordinated Notes with a
first redemption at the option of the Company on 22 January 2022
(ISIN: FR0011697010) of which EUR 661.8 million is currently
outstanding, which are admitted to trading on Euronext Paris (the
“Euro Notes“); and
- USD 3,000 million Reset Perpetual Subordinated Notes with a
first redemption at the option of the Company on 29 January 2023
(144A / Reg S ISIN: US268317AF12 / USF2893TAF33) of which USD 3,000
million is currently outstanding, which are admitted to trading on
the regulated market of the Luxembourg Stock Exchange (the
“US Notes“).
Summary table of the Tender Offer
results in respect of the Euro Notes below:
ISIN |
Tendered Amount |
Tendered Amount in % of outstanding |
Acceptance Amount |
Pro-Rating Factor |
Tender Price |
FR0011697010 |
394,900,000€ |
59.67% |
394,900,000€ |
None |
107.55% |
EDF will purchase for cash Euro Notes
validly tendered pursuant to the Tender Offer on 13 December
2019.
Summary table of the Tender Offer early
participation results in respect of the US Notes:
ISIN |
Tendered Amount |
Tendered Amount in % of outstanding |
Acceptance Amount |
Pro-Rating Factor |
Tender Price |
144A / Reg S ISIN : US268317AF12 /
USF2893TAF33 |
$895,176,000 |
29.84% |
$895,176,000 |
None |
104.567% |
Holders whose US Notes are accepted for
purchase will receive the tender price. The settlement date for the
US Notes accepted for purchase by the Company is expected to be 13
December 2019.
The Tender Offer relating to the US
Notes will continue until 27 December 2019.
The Company also intends to exercise its call option on
January 29, 2020 on all the 1,250 billion euros of indefinite
subordinated bonds (ISIN: FR0011401736), the amount of which is
currently outstanding to 338.2 million euros.
As a consequence, and taking into
account the Euro-denominated 500 million hybrid note offering, at
3.00% coupon with a 8-year first call date launched on November 26,
2019, these transactions will allow to reduce the total stock of
hybrids on EDF's balance sheet by approximately 9% to 9.2 billion
euros while making a net coupon savings of around 44 million euros
in 2020 and around 58 million euros from 2021.
(1) see EDF's press release dated 26 November
2019.
Disclaimers
This announcement does not contain the full
terms and conditions of the Tender Offers constitute an invitation
to participate in the Tender Offers in or from any jurisdiction in
or from which, or to or from any person to or from whom, it is
unlawful to make such invitation under applicable securities laws.
The distribution of this announcement in certain jurisdictions may
be restricted by law. Persons into whose possession this
announcement comes are required to inform themselves about, and to
observe, any such restrictions.
This announcement must be read in conjunction
with the offer to purchase for the respective Targeted Hybrid
Notes. Tenders of Targeted Hybrid Notes for purchase pursuant to
the tender offer will not be accepted from qualifying holders in
any circumstances in which such offer or solicitation is unlawful.
EDF does not make any recommendation as to whether or not
qualifying holders should participate in the tender offer. This
announcement and the offer to purchase for the respective Targeted
Hybrid Notes contain important information which should be read
carefully before any decision is made with respect to the New Notes
or the Tender Offers. If any holder of the Targeted Hybrid Notes is
in any doubt as to the contents of the offer to purchase for the
respective Targeted Hybrid Notes or the action it should take, it
is recommended to seek its own financial advice, including in
respect of any tax consequences, from its broker, bank manager,
solicitor, accountant or other independent financial, tax or legal
adviser.
The tender offer for the Euro Notes is not being
made and will not be made directly or indirectly in or into, or by
use of the mails of, or by any means or instrumentality of
interstate or foreign commerce of, or of any facilities of a
national securities exchange of, the United States to owners of the
Euro Notes who are located in the United States as defined in
Regulation S of the U.S. Securities Act of 1933 (as amended, the
“Securities Act”) or to U.S. Persons as defined in
Regulation S of the Securities Act (each a “U.S.
Person”). The Euro Notes may not be tendered in the tender
offer by any such use, means, instrumentality or facility from or
within the United States, by persons located or resident in the
United States or by U.S. Persons. Accordingly, copies of this
document and any other documents or materials relating to the
tender offer for the Euro Notes are not being, and must not be,
directly or indirectly, mailed or otherwise transmitted,
distributed or forwarded (including, without limitation, by
custodians, nominees or trustees) in or into the United States or
to any such U.S. Person. Any purported offer to sell in response to
the tender offer for the Euro Notes resulting directly or
indirectly from a violation of these restrictions will be invalid,
and offers to sell made by a person located in the United States or
any agent, fiduciary or other intermediary acting on a
non-discretionary basis for a principal giving instructions from
within the United States or any U.S. Person will be invalid and
will not be accepted. Each holder of any Euro Note participating in
the tender offer will represent that it is not located in the
United States.
This press release is certified. Its
authenticity can be checked on medias.edf.com
A key player in energy transition, the EDF Group
is an integrated electricity company, active in all areas of the
business: generation, transmission, distribution, energy supply and
trading, energy services. A global leader in low-carbon energies,
the Group has developed a diversified generation mix based on
nuclear power, hydropower, new renewable energies and thermal
energy. The Group is involved in supplying energy and services to
approximately 39.8 million customers, including 29.7 million in
France. The Group generated consolidated sales of €69 billion in
2018. EDF is listed on the Paris Stock Exchange.
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Only
print this message if absolutely necessary. EDF SAFrench
societe anonymeWith a share capital of 1 525 484 813
eurosRegistered lead office : 22-30, avenue de Wagram75382 Paris
cedex 08552 081 317 R.C.S. Pariswww.edf.fr |
CONTACTS Press: +33 (0) 1 40 42
46 37 Analysts and Investors: +33 (0) 1 40 42 40 38 |
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