GlaxoSmithKline accepts £1.59 billion tendered notes from four series

By Marisa Wong

Los Angeles, Nov. 15 – GlaxoSmithKline Capital plc announced the final results of its Nov. 8 capped tender offer for a total purchase consideration of £1.25 billion covering five notes.

The company will accept for purchase £1,593,679,000 principal amount of tendered notes, according to an announcement on Tuesday.

Instructions were due to the tender agent by 11 a.m. ET on Nov. 14.

The company will accept the following notes, which do not have any priority order of acceptance:

• All £292.23 million tendered of the £600 million outstanding 3.375% notes due Dec. 20, 2027 (ISIN: XS0866588527) at 95.460, with pricing based on the 4.25% U.K. Treasury due December 2027 and a purchase spread of 85 basis points;

• £350,051,000 accepted of the £734,199,000 tendered (using a scaling factor of 47.700) of the £1 billion outstanding 5.25% notes due Dec. 19, 2033 (ISIN: XS0140516864) at 108.875, with pricing based on the 0.875% U.K. Treasury due July 2033 and a purchase spread of 70 bps;

• None of the £409,561,000 tendered of the £700 million outstanding 6.375% notes due March 9, 2039 (ISIN: XS0350820931). Pricing would have been based on the 1.125% U.K. Treasury due January 2039 and a purchase spread of 80 bps;

• All £522,184,000 tendered of the £1 billion outstanding 5.25% notes due April 10, 2042 (ISIN: XS0294624373) at 109.604, with pricing based on the 4.5% U.K. Treasury due December 2042 and a purchase spread of 70 bps; and

• All £429,214,000 tendered of the £800 million outstanding 4.25% notes due Dec. 18, 2045 (ISIN: XS0866596975) at 97.639, with pricing based on the 3.5% U.K. Treasury due January 2045 and a purchase spread of 65 bps.

Pricing took place at 8 a.m. ET on Nov. 15.

Accrued interest will also be paid on all of the notes to the settlement date. The total purchase consideration does not include interest. The interest payment per £1,000 of notes is £30.70 for the 2027 notes, £21.66 for the 2033 notes, £31.79 for the 2042 notes and £38.89 for the 2045 notes.

Settlement is expected to take place on Nov. 17.

After settlement, £307.77 million of the 2027 notes, £649,949,000 of the 2033 notes, £700 million of the 2039 notes, £477,816,000 of the 2042 notes and £370,786,000 of the 2045 notes will remain outstanding.

BNP Paribas (+33 1 55 77 78 94, liability.management@bnpparibas.com) and J.P. Morgan Securities plc (+44 207 134 2468, liability_management_EMEA@jpmorgan.com) are working as the dealer managers.

Kroll Issuer Services Ltd. is the tender agent (+44 20 7704 0880, gsk@is.kroll.com, https://deals.is.kroll.com/gsk).

The offeror is conducting the tender offer as balance sheet management and to optimize its capital structure.

The issuer is a multinational pharmaceutical and biotechnology company based in London.

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