Crédit Agricole S.A. Announces Final Results of its Tender Offers
for USD Senior Preferred Notes and Indicative Results of its Tender
Offers for EURGBP Senior Preferred Notes
THIS ANNOUNCEMENT IS FOR INFORMATION ONLY
AND IS NOT AN OFFER TO PURCHASE OR A SOLICITATION OF OFFERS TO SELL
ANY SECURITIES.
Montrouge 4 June 2020
Crédit Agricole S.A. Announces Final
Results of its Tender Offers for USD Senior Preferred Notes and
Indicative Results of its Tender Offers for EUR/GBP Senior
Preferred Notes
____________________
Crédit Agricole S.A., acting through its London
Branch (the “Company”), today announced the final
results for its tender offers (the “US
Offers”) to purchase any and all of the four (4)
series of notes denominated in USD (the “USD
Notes”) listed in Table 1 below. The Company also
announced the indicative non-binding results for its tender offers
(the “EUR/GBP Offers” and, together with the US
Offers, the “Offers”) to purchase the eleven (11)
series of Notes denominated in euros or pounds sterling (the
“EUR/GBP Notes”) listed in Table 2 below, subject
to an aggregate cap on the principal amount to be purchased of
EUR3,500,000,000 (or equivalent) (the “Maximum Tender
Amount”).
The US Offers
The US Offers were made on the terms and subject
to the conditions set forth in the Offer to Purchase dated
28 May 2020 (the “Offer to Purchase”)
and the related Notice of Guaranteed Delivery attached to the Offer
to Purchase.
The US Offers expired at 5:00 p.m., New York
City time/11:00 p.m., Central European Summer time, on 3 June 2020
(the “US Offer Expiration Date).
Pursuant to the US Offers, and subject to the
USD Notes tendered pursuant to the Guaranteed Delivery Procedures,
the Company will purchase USD Notes in an aggregate principal
amount of USD1,604,389,000, for aggregate consideration of
USD1,675,566,133.67 plus accrued interest. Table 1 below sets forth
information with respect to the aggregate principal amount of each
Series of USD Notes that were validly tendered (including pursuant
to the Guaranteed Delivery Procedures) and not validly withdrawn at
or prior to the US Offer Expiration Date.
Table 1: USD Notes
Title of Notes |
CUSIP / ISIN No. |
Original Issued Amount/ Principal Amount
Outstanding |
Principal Amount Tendered and Accepted(1) |
Outstanding Principal Amount after Settlement |
Offer Price(2) |
USD
2.375% Senior Unsecured Fixed Rate Notes due 2021 |
CUSIP: 22532LAR5 (144A)/ 22532MAR3 (Reg S)ISIN: US22532LAR50
(144A)/ US22532MAR34 (Reg S) |
USD1,000,000,000 |
USD561,157,000 |
USD438,843,000 |
USD1,020.66 |
USD
3.875% Senior Unsecured Fixed Rate Notes due 2024 |
CUSIP: 22532LAM6 (144A)/ 22532MAM4 (Reg S)ISIN: US22532LAM63
(144A)/ US22532MAM47 (Reg S) |
USD1,250,000,000 |
USD306,810,000 |
USD943,190,000 |
USD1,100.03 |
USD
2.375% Senior Preferred Notes due 2025 |
CUSIP: 22534PAA1 (144A)/ 22535EAA5 (Reg S)ISIN: US22534PAA12
(144A)/ US22535EAA55 (Reg S) |
USD1,000,000,000 |
USD528,239,000 |
USD471,761,000 |
USD1,049.76 |
USD
Senior Unsecured Floating Rate Notes due 2021 |
CUSIP: 22532LAS3 (144A)/ 22532MAS1 (Reg S)ISIN: US22532LAS34
(144A)/ US22532MAS17 (Reg S) |
USD400,000,000 |
USD212,537,000 |
USD187,463,000 |
USD1,012.75 |
(1) Includes USD4,354,000 aggregate principal
amount of USD Notes tendered pursuant to the Guaranteed Delivery
Procedures. (2) Per USD1,000, in principal amount of Notes
purchased pursuant to the US Offers. In addition to the Offer
Price, Holders that tender Fixed Rate Notes that are accepted for
purchase will also receive a cash payment representing the accrued
and unpaid interest from, and including, the last interest payment
date to, but excluding, the US Offer Settlement Date (as defined
herein) (the “Accrued Interest”).
Payment of the consideration for the USD Notes
that are accepted for purchase is expected to be made on
5 June 2020 (the “US Offer Settlement
Date”) (or, in the case of Notes tendered pursuant
to the Guaranteed Delivery Procedures, 8 June 2020), on which date
the Company will deposit with DTC the amount of cash necessary to
pay the aggregate Offer Price plus Accrued Interest in respect of
the USD Notes accepted for purchase in the US Offers.
For further details about the terms and
conditions of the US Offers, please refer to the Offer to Purchase.
Capitalized terms used in this announcement with respect to the US
Offers but not defined herein have the meanings given to them in
the Offer to Purchase.
The EUR/GBP Offers
The EUR/GBP Offers were made on the terms and
subject to the conditions set forth in the Tender Offer Memorandum
dated 28 May 2020 (the “Tender Offer
Memorandum”).
The EUR/GBP Offers expired at 4:00 p.m., Central
European Summer time, on 3 June 2020 (the “EUR/GBP Offer
Expiration Date”).
Table 2 below set forth information with respect
to the aggregate principal amount of each Series of EUR/GBP Notes
validly tendered at or prior to the EUR/GBP Offer Expiration Date.
Such information, based on initial tabulations of tenders received,
are indicative and non-binding results which remain subject to
confirmation by the Company, in its sole and absolute
discretion. Based on the indicative results, the aggregate
amount of EUR/GBP Notes tendered at or prior to the EUR/GBP Offer
Expiration Date is EUR1,927,866,233 (or equivalent). Therefore, the
Maximum Tender Amount is not expected to be exceeded and
pro-rationing is not expected to be required.
The applicable offer price with respect to each
Series of EUR/GBP Notes accepted for purchase by the Company will
be determined today at 12:00 noon, Central European Summer time,
and will be announced as soon as reasonably practicable following
such determination, together with the final principal amount of
EUR/GBP Notes of each Series accepted for purchase by the
Company.
The settlement of the EUR/GBP Offers is expected
to occur on 5 June 2020.
Table 2: EUR/GBP Notes
Title of Notes |
ISIN No. |
Principal Amount Tendered and Indicatively
Accepted |
EUR
Fixed Rate Notes due November 2020 issued as EMTN Series no.
441 |
XS0997520258 |
EUR100,100,000 |
EUR
Fixed Rate Notes due January 2022 issued as EMTN Series no.
367 |
XS0637417790 |
- |
EUR
Fixed Rate Notes due January 2022 issued as EMTN Series 472 |
XS1169630602 |
EUR219,100,000 |
EUR
Fixed Rate Notes due December 2022 issued as EMTN Series 496 |
XS1425199848 |
EUR293,800,000 |
EUR
Fixed Rate Notes due April 2023 issued as EMTN Series 361 |
XS0617251995 |
EUR80,200,000 |
EUR
Fixed Rate Notes due July 2023 issued as EMTN Series 422 |
XS0953564191 |
EUR92,900,000 |
EUR
Fixed Rate Notes due May 2024 issued as EMTN Series 464 |
XS1069521083 |
EUR440,400,000 |
EUR
Fixed Rate Notes due September 2024 issued as EMTN Series 507 |
XS1550135831 |
EUR239,300,000 |
GBP
Fixed Rate Notes due December 2021 issued as EMTN Series 354 |
XS0583495188 |
GBP56,902,000 |
GBP
Senior Preferred Fixed Rate Notes due October 2024 issued as EMTN
Series 564 |
FR0013449600 |
GBP93,900,000 |
EUR Senior Preferred Floating Rate Notes due January 2022 issued as
EMTN Series no. 542 |
FR0013396777 |
EUR292,700,000 |
For further details about the terms and
conditions of the EUR/GBP Offers, please refer to the Tender Offer
Memorandum. Capitalized terms used in this announcement with
respect to the EUR/GBP Offers but not defined herein have the
meanings given to them in the Tender Offer Memorandum.
Further Information
Questions and requests for assistance in connection with the
Offers may be directed to:
Sole Structuring Bank for the Offers and
Dealer Manager
Crédit Agricole Corporate and Investment
Bank.
12, place des Etats-Unis, CS 7005292547 Montrouge
CedexFranceAttn: Liability Management Tel: +44 207 214 5903 Email:
liability.management@ca-cib.com
With respect to the US
Offers
Credit Agricole Securities (USA)
Inc.
Attn: Debt Capital Markets/Liability
Management1301 Avenue of the AmericasNew York, New York
10019Collect: 212-261-7802U.S. Toll Free: (866) 807-6030
Questions and requests for assistance in connection
with the tenders of USD Notes and EUR and GBP Notes including
requests for a copy of the Offer to Purchase and/or Tender Offer
Memorandum may be directed to:
The Tender Agents and the Information
Agents for the Offers
In respect of USD NotesD.F. King & Co., Inc.48
Wall Street, 22nd Floor New York, NY 10005Attention: Andrew
BeckToll Free: (800) 549-6697All Others Call: (212) 269-5550Fax:
212-709-3328Email: creditagricole@dfking.com |
In respect of EUR and GBP NotesLucid Issuer Services
LimitedTankerton Works12 Argyle WalkLondon WC1H 8HAAttn:
Thomas ChoquetTel: +44 20 7704 0880Email:
ca@lucid-is.com CACEIS Corporate Trust
S.A.1-3, Place Valhubert75013 ParisFranceAttn: David
PASQUALETel: +33 (6) 37 41 17 59Email: david.pasquale@caceis.com /
LD-F-CT-OST-MARCHE-PRIMAIR@caceis.com |
Disclaimer
This announcement is not an offer to purchase or
a solicitation of offers to sell any securities in the United
States or any other jurisdiction. This announcement is not an
invitation to participate in the Offers. The distribution of this
announcement in certain countries may be prohibited by law. Persons
who receive this press release should inform themselves of and
comply with such restrictions.
- Crédit Agricole S.A. Announces Final Results of its Tender
Offers for USD Senior Preferred Notes and Indicative Results of its
Tender Offers for EURGBP Senior Preferred Notes
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