Vodafone begins tender offers for 1% notes, 0.875% notes, 1.25% notes

By Angela McDaniels

Tacoma, Wash., May 21 – Vodafone Group plc began tender offers for its €1,622,100,000 of outstanding 1% notes due Sept. 11, 2020, €697,587,000 of outstanding 0.875% notes due Nov. 17, 2020 and €1.25 billion of outstanding 1.25% notes due Aug. 25, 2021, according to a company news release.

The aggregate maximum purchase price (excluding accrued interest) for the offers is €1.5 billion. The company reserves the right to increase or decrease this cap.

The company will determine the allocation of the maximum aggregate purchase price among the three series of notes at its discretion. It reserves the right to accept significantly more or less (or none) of the notes of one series as compared to the other series of notes.

One or more series of notes may be subject to proration.

The tender offers will end at 11 a.m. ET on May 29.

The purchase prices will be determined by reference to a purchase yield of negative 0.25% for the 1% notes, negative 0.2% for the 0.875% notes and negative 0.15% for the 1.25% notes. Holders will also receive accrued interest.

In accordance with market convention, the purchase price for the 1% notes will be calculated with reference to the notes’ first call date, June 11, 2020. The purchase prices for the other two series of notes will calculated with reference to their respective maturity dates.

The purchase prices are expected to be €1,012.92 per €1,000 principal amount of 1% notes, €1,015.80 per €1,000 principal amount of 0.875% notes and €1,031.38 per €1,000 principal amount of 1.25% notes. These prices assume a settlement date of May 31. If the settlement date changes, the purchase prices will be recalculated.

The company expects to announce the purchases prices on May 30.

Tender instructions must be submitted for a minimum of €100,000 principal amount of notes.

The offers are conditioned on the successful completion of a new issue of euro-denominated fixed-rate notes.

The company said the purpose of the offers and the proposed issue of the new notes is to extend its debt maturity profile in an efficient manner.

Subsidiaries of Vodafone hold €127.9 million of the 1% notes and €52,413,000 of the 0.875% notes. The company currently intends to cancel these notes on or around the settlement date.

The dealer managers are ING Bank NV (+44 20 7767 6784, +31 20 5632132 or liability.management@ing.com), Merrill Lynch International (+44 20 7996 5420 or DG.LM_EMEA@baml.com), NatWest Markets plc (+44 20 7678 5282 or liabilitymanagement@natwestmarkets.com) and Societe Generale (liability.management@sgcib.com).

The tender agent is Lucid Issuer Services Ltd. (+44 20 7704 0880 or vodafone@lucid-is.com).

Vodafone is a telecommunications company based in London.

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