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Published on 3/22/2013 in the Prospect News Liability Management Daily.

Telefonica prices tender for £204.2 million 5.888% notes; cap lifted

By Susanna Moon

Chicago, March 22 - Telefonica Emisiones SAU and Telefonica SA said investors tendered and they accepted £204.2 million of their £500 million 5.888% notes due Jan. 31, 2014.

The tender offer ended at 11 a.m. ET on March 21. When the offer began March 14, the company had planned to purchase up to £100 million of the notes but lifted the offer cap to the amount tendered by the end of the offer.

The company will pay a total purchase price of £1,037.44 for each £1,000 principal amount, according to a company press release.

Pricing was set at 5 a.m. ET on March 22 using benchmark yield on the 5% U.K. Treasury gilt due September 2014 plus 125 basis points. The benchmark yield was set at 0.175%, and the purchase yield is 1.43%.

The company also will pay accrued interest up to but excluding the settlement date of March 26, which is £8.71 per £1,000 of notes.

After settlement on March 26, there will be £242.05 million of notes outstanding. There was £446.25 million of the bonds outstanding at the start of the offer, considering the notes held by Telefonica and the guarantor, according to a previous press release.

This offer was part of the company's plans to actively manage its debt maturities as well as manage its liquidity in an efficient manner, the previous release noted.

Holders needed to tender notes in denominations of at least £50,000.

Banco Bilbao Vizcaya Argentaria, SA (attn: liability management, +44 207 648 7516 / +44 207 397 6125 or email: liabilitymanagement@bbva.com), Barclays Bank plc (attn.: liability management group, +44 207 773 8575 or email: eu.lm@barclays.com) and Citigroup Global Markets Ltd. (attn: liability management group, +44 207 986 8969 or email: liabilitymanagement.europe@citi.com) are the dealer managers, and Lucid Issuer Services Ltd. (+44 0 20 7704 0880, attn: David Shilson / Thomas Choquet, or email: telefonica@lucid-is.com) is the tender agent.

Barclays tender offer

Telefonica noted in the previous release that it was aware that Barclays Bank plc planned a partial cash tender offer for the following notes issued by Telefonica and guaranteed by Telefonica SA:

• €1.4 billon 3.406% guaranteed instruments due March 24, 2015;

• €1 billion 4.967% guaranteed instruments due Feb. 3, 2016; and

• €1.5 billion 5.496% guaranteed instruments due April 1, 2016.

Banco Bilbao Vizcaya Argentaria, SA, Barclays Bank plc and Citigroup Global Markets Ltd. are the dealer managers.

Telefonica is a telecommunications company is based in Madrid.


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