Vodafone offers premium for Cableuropa notes in change-of-control offer

By Susanna Moon

Chicago, July 30 – Vodafone Group plc said Vodafone Holdings Europe SLU began a change-of-control offer for five series of notes issued by Nara Cable Funding Ltd. and ONO Finance II plc.

The company is offering a premium over the 101% of par purchase price required under the change-of-control covenant in the note terms, according to a press release.

The issuers are standalone companies that issued the notes to provide loans to Cableuropa SAU. Vodafone Holdings Europe is the parent of Vodafone Espana SAU, which recently acquired Grupo Corporativo ONO, SA, the parent company of Cableuropa, resulting in a change of control under the notes indenture, the release noted.

The tender offers will end at 5 p.m. ET on Aug. 28 for the dollar-denominated notes and at noon ET on Aug. 28 for the euro-denominated notes.

Pricing for the change-of-control offers will be as follows:

• 106.059 for the €1 billion of 8.875% senior secured notes due 2018 issued by Nara Cable Funding Ltd.;

• 106.059 for the €1 billion of 8.875% senior secured notes due 2018 issued by Nara Cable Funding Ltd.;

• 106.059 for the €310 million of 8.875% senior secured notes due 2018 issued by Nara Cable Funding Ltd.;

• 108.808 for the €295 million of 11.125% senior notes due 2019 issued by ONO Finance II plc; and

• 108.594% for the €225 million of 10.875% senior notes due 2019 issued by ONO Finance II plc.

The company also will pay accrued interest to but excluding the settlement date of Sept. 4.

The offer prices reflects more closely market-based pricing and also reflect a premium to the call prices of the notes in either December or January 2015, which is intended to capture the lower costs of funding for the company compared with the coupon on the notes, the company said.

The dealer manager is Deutsche Bank, AG London Branch (866 627-0391, 212 250-2955 or +44 0 207 545 8011 or email to liability.management@db.com). The information and tender agent is Bank of New York Mellon (315 414 3360 or +44 0 120 268 9644, email or ct_reorg_unit_inquiries@bnymellon.com or debtrestructuring@bnymellon.com).

Vodafone is a London-based telecommunications company.

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