Vodafone Group Plc announces final
results in respect of its multi-currency Tender
Offers
NOT FOR
RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR TO ANY PERSON
LOCATED OR RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND
POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS,
AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS), ANY
STATE OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA (THE "UNITED
STATES") OR TO ANY U.S. PERSON OR IN OR INTO ANY OTHER JURISDICTION
WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS
ANNOUNCEMENT.
THIS
ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT
QUALIFIED OR MAY HAVE QUALIFIED AS INSIDE INFORMATION WITHIN THE
MEANING OF ARTICLE 7(1) OF THE MARKET ABUSE REGULATION (EU)
596/2014 AS IT FORMS PART OF UNITED KINGDOM DOMESTIC LAW BY VIRTUE
OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018.
14 February
2025
In connection with the invitations by Vodafone
Group Plc (the "Company")
to holders of its outstanding Notes set out in the table below
(together, the "Notes") to
tender any and all of their Notes for purchase by the Company for
cash (each such invitation, an "Offer" and together, the "Offers") first announced on 5 February
2025, the Company announces today the final results of the Offers.
The Offers were made on the terms and subject to the conditions
contained in the tender offer memorandum dated 5 February 2025 (the
"Tender Offer Memorandum")
prepared by the Company in respect of the Offers.
Capitalised terms used in this announcement but
not defined have the meanings given to them in the Tender Offer
Memorandum.
The Expiration Deadline for the Offers was 4.00
p.m. (London time) on 13 February
2025.
The Company announces it will accept validly
tendered Notes pursuant to the Offers in the amounts as set out in
the table below.
The expected Settlement Date for the Offers is
18 February 2025.
|
Description of the
Notes
|
ISIN / Common
Code
|
Aggregate
principal amount of each Series validly tendered for
purchase
|
Reference Rate / GBP
Benchmark Security Rate
|
Purchase
Spread
|
Purchase
Yield
|
Purchase
Price
|
Aggregate principal amount of
each Series that will remain outstanding after the Settlement
Date
|
|
EUR
1,000,000,000 1.875 per cent. Notes due 11 September
2025
|
XS1109802568 / 110980256
|
EUR
181,004,000
|
N/A
|
N/A
|
N/A
|
99.70 per
cent. (being EUR 997.00 per EUR 1,000 in principal amount of such
Notes)
|
EUR
592,198,000
|
|
EUR
1,000,000,000 1.125 per cent. Notes due 20 November 2025
|
XS1721423462 / 172142346
|
EUR 72,613,000
|
N/A
|
N/A
|
N/A
|
99.05 per
cent. (being EUR 990.50 per EUR 1,000 in principal amount of such
Notes)
|
EUR 716,496,000
|
|
EUR
1,750,000,000 2.200 per cent. Notes due 25 August 2026
|
XS1372839214 / 137283921
|
EUR
268,607,000
|
2.295 per
cent.
|
+5
bps
|
2.345 per
cent.
|
99.780
per cent. (being EUR 997.80 per EUR 1,000 in principal amount of
such Notes)
|
EUR
1,015,443,000
|
|
EUR
750,000,000 0.900 per cent. Notes due 24 November 2026
|
XS2002017361 / 200201736
|
EUR
312,441,000
|
2.269 per
cent.
|
+5
bps
|
2.319 per
cent.
|
97.572
per cent. (being EUR 975.72 per EUR 1,000 in principal amount of
such Notes)
|
EUR
437,559,000
|
|
EUR
500,000,000 1.500 per cent. Notes due 24 July 2027
|
XS1652855815 / 165285581
|
EUR
142,691,000
|
2.247 per
cent.
|
+15
bps
|
2.397 per
cent.
|
97.905
per cent. (being EUR 979.05 per EUR 1,000 in principal amount of
such Notes)
|
EUR
357,309,000
|
|
GBP
250,000,000 5.625 per cent. Notes due 4 December 2025
|
XS0181816652 / 18181665
|
GBP
98,912,000
|
4.349 per
cent.
|
+25
bps
|
4.599 per
cent.
|
100.743
per cent. (being GBP 1,007.43 per GBP 1,000 in principal amount of
such Notes)
|
GBP
151,088,000
|
|
NOK
850,000,000 3.215 per cent. Notes due 27 November 2025
|
XS1325859897 / 132585989
|
NOK
620,000,000
|
N/A
|
N/A
|
N/A
|
99.20 per
cent. (being NOK 992,000.00 per NOK 1,000,000 in principal amount
of such Notes)
|
NOK
230,000,000
|
|
NOK
850,000,000 3.115 per cent. Notes due 1 March 2027
|
XS1572749023 / 157274902
|
NOK
850,000,000
|
N/A
|
N/A
|
N/A
|
98.10 per
cent. (being NOK 1,962,000.00 per NOK 2,000,000 in principal amount
of such Notes)
|
NOK
0
|
|
NOK
500,000,000 2.925 per cent. Notes due 6 July 2027
|
XS1643462002 / 164346200
|
NOK
500,000,000
|
N/A
|
N/A
|
N/A
|
97.40 per
cent. (being NOK 974,000.00 per NOK 1,000,000 in principal amount
of such Notes)
|
NOK
0
|
|
HKD
455,000,000 2.850 per cent. Notes due 28 June 2027
|
XS1634541574 / 163454157
|
HKD
303,000,000
|
N/A
|
N/A
|
N/A
|
97.60 per
cent. (being HKD 976,000.00 per HKD 1,000,000 in principal amount
of such Notes)
|
HKD
152,000,000
|
|
HKD
1,115,000,000 2.640 per cent. Notes due 13 September
2027
|
XS1684379602 / 168437960
|
HKD
0
|
N/A
|
N/A
|
N/A
|
97.00 per
cent. (being HKD 970,000.00 per HKD 1,000,000 in principal amount
of such Notes)
|
HKD
1,115,000,000
|
|
CHF
175,000,000 0.625 per cent. Notes due 15 March 2027
|
CH0357520466 / 157739778
|
CHF
103,590,000
|
0.134 per
cent.
|
+10
bps
|
0.234 per
cent.
|
100.808
per cent. (being CHF 5,040.40 per CHF 5,000 in principal amount of
such Notes)
|
CHF
71,410,000
|
|
AUD
450,000,000 4.200 per cent. Notes due 13 December 2027
|
AU3CB0249373 / 173557299
|
AUD
195,600,000
|
N/A
|
N/A
|
N/A
|
99.75 per
cent. (being AUD 9,975.00 per AUD 10,000 in principal amount of
such Notes)
|
AUD
254,400,000
|
DEALER MANAGERS
In
case of all Notes other than the CHF Notes:
Barclays Bank PLC (Telephone:
+44 20 3134 8515; Email: eu.lm@barclays.com;
Attention: Liability Management Group).
In
case of all Notes subject to the Offers:
Merrill Lynch International (Telephone: +44 20 7996 5420; Email: DG.LM-EMEA@bofa.com;
Attention: Liability Management Group).
In
case of CHF Notes:
UBS
AG (Telephone: +44 20 7568 1121;
Email: ol-liabilitymanagement-eu@ubs.com;
Attention: DCM EMEA Liability Management).
TENDER AGENTS
LEAD TENDER AND INFORMATION AGENT
Kroll Issuer Services Limited (Telephone: +44 20 7704 0880; Email: vodafone@is.kroll.com;
Attention: Owen Morris).
SWISS TENDER AGENT
UBS
AG (Telephone: +44 20 7568 1121;
Email: ol-liabilitymanagement-eu@ubs.com;
Attention: DCM EMEA Liability Management).
This announcement is made by
Vodafone Group Plc and relates to the disclosure of information
that qualified or may have qualified as inside information within
the meaning of Article 7 of the Market Abuse Regulation (EU)
596/2014 as it forms part of United Kingdom domestic law by virtue
of the European Union (Withdrawal) Act 2018 ("UK MAR"). For the purposes of UK MAR,
this announcement is made by Maaike de Bie, Group General Counsel
and Company Secretary of Vodafone Group
Plc.
DISCLAIMER
This announcement must be read in
conjunction with the Tender Offer Memorandum. No offer or
invitation to acquire any securities is being made pursuant to this
announcement. The distribution of this announcement and the Tender
Offer Memorandum in certain jurisdictions may be restricted by law.
Persons into whose possession this announcement and/or the Tender
Offer Memorandum comes are required by each of the Company, the
Dealer Managers and the Tender Agents to inform themselves about,
and to observe, any such restrictions.
