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Published on 4/21/2011 in the Prospect News Liability Management Daily.

Schiphol Nederland holders tender €403.37 million 4.375%, 6.625% notes

By Angela McDaniels

Tacoma, Wash., April 21 - Deutsche Bank AG, London Branch received tenders for €124,071,000 of Schiphol Nederland BV's €300 million 4.375% guaranteed notes due 2013 and for €279,295,000 of Schiphol's €649,999,000 6.625% guaranteed notes due Jan. 23, 2014, according to a news release.

Deutsche Bank is one of the joint lead managers for the €438 million issue of 10-year 4.43% bonds Schiphol priced on April 20. Part of the consideration for the new notes will take the form of the existing notes purchased by Deutsche Bank through the tender offer. Notes acquired by Schiphol through this arrangement will be canceled.

Deutsche Bank offered to purchase up to €150 million of the 4.375% notes and up to €325 million of the 6.625% notes. It accepted all of the notes tendered.

Holders will receive 104.072 for the 4.375% notes and 110.209 for the 6.625% notes. They will also receive accrued interest up to but excluding the settlement date, which will be April 27.

The purchase prices were set by reference to the sum of a spread over the applicable interpolated mid-swap rate. The spread was 0 basis points for the 4.375% notes and 10 bps for the 6.625% notes.

The purchase yield is 2.445% for the 4.375% notes and 2.706% for the 6.625% notes.

The purchase is being funded with proceeds from the new issue.

The offer ended on April 19 and was conditioned on the receipt of tenders for at least €90 million of the 4.375% notes and €195 million of the 6.625% notes.

The notes are guaranteed by NV Luchthaven.

The joint dealer managers for the tender offer were Deutsche Bank (44 20 7545 8011), ING Bank NV (31 20 563 8975) and Royal Bank of Scotland plc (44 20 7085 5991) with ABN Amro Bank NV (31 20 383 6933) as co-dealer manager. Lucid Issuer Services Ltd. (44 20 7704 0880) was the tender agent.

Schiphol is the international airport of the Netherlands. It is located outside Amsterdam.


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