Fri, 26th Apr 2019 12:10
SKY LIMITED AND SKY GROUP FINANCE PLC ANNOUNCE
RESULTS OF CONCURRENT CONSENT SOLICITATIONS
26 April 2019
Sky Limited ("Sky") and Sky Group Finance plc ("Sky Finance" and, together with Sky, the "Issuers") previously announced the results of the consent solicitations (the "Consent Solicitations") relating the proposed amendments (the "Proposed Amendments") to the indentures governing the relevant New York Law Notes (as defined below) issued by the Issuers as set out in the consent solicitation memorandum dated 21 March 2019 (the "Consent Solicitation Memorandum"). The Consent Solicitations expired at 10:00 am, London time, on 10 April 2019 (the "Expiration Deadline"). As of the Expiration Deadline, the Requisite Consents were obtained for all series of New York Law Notes.
The "New York Law Notes" are as follows:
· $750,000,000 2.625% Notes due 2019 (CUSIP: G15632AQ8/111013AM0; ISIN: USG15632AQ89/US111013AM04);
· $800,000,000 3.125% Notes due 2022 (CUSIP: G15632AN5/111013AK4; ISIN: USG15632AN58/US111013AK48);
· $1,250,000,000 3.750 per cent. Notes due 2024 (CUSIP: G15632AP0/111013AL2; ISIN: USG15632AP07/US111013AL21); and
· $350,000,000 6.500% Notes due 2035 (CUSIP: G1658KAB7/11778BAB8; ISIN: USG1658KAB73/US11778BAB80).
Separately, Sky solicited consents (the "Concurrent Consent Solicitations") for certain proposed amendments relating to nine series of notes issued by Sky that are governed by English law (the "English Law Notes"), including three series of notes issued by Sky that are admitted to trading on the Main Market of the London Stock Exchange (the "Main Market Notes"), pursuant to a separate consent solicitation memorandum dated 21 March 2019. In connection with the Concurrent Consent Solicitations, Sky has separately announced today the results of the adjourned Meetings. The Extraordinary Resolutions relating to each series of English Law Notes, including the Main Market Notes, were duly passed in the Meetings or adjourned Meetings, as applicable.
Accordingly, the Proposed Amendments will be implemented and the relevant Supplemental Indenture and the relevant Potential Guarantee in respect of such series of New York Law Notes will be executed within 90 days from the date of the Listing Transfer (as defined in the Consent Solicitation Memorandum). In addition, Comcast Corporation will, at the same time that the Potential Guarantee is executed in respect of each series of New York Law Notes, execute a guarantee in respect of each series of English Law Notes. Once the Potential Guarantee is executed in respect of the New York Law Notes, such notes will be subject to certain transfer restrictions. See "Transfer Restrictions" in the Consent Solicitation Memorandum. A further announcement will be made once the relevant Supplemental Indentures and Potential Guarantees have been executed.
This announcement does not constitute a solicitation of an offer to sell or recommendation to purchase the New York Law Notes referred to in this announcement or any other securities. The distribution of this announcement in certain jurisdictions may be restricted by law.
Capitalised terms used but not defined in this announcement have the same meanings given to them in the Consent Solicitation Memorandum.