Last checked at 15 Nov 2022 15:53
THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT QUALIFIES OR MAY QUALIFY AS INSIDE INFORMATION WITHIN THE MEANING OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) 596/2014 AS IT FORMS PART OF UK DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 (EUWA).
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN, OR AT ANY ADDRESS IN, THE UNITED STATES OF AMERICA, ITS TERRITORIES AND POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS), ANY STATE OF THE UNITED STATES OF AMERICA 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
GlaxoSmithKline Capital plc announces results of tender offers for its outstanding Notes (the Notes and each a Series) listed in the table below, in each case guaranteed by GSK plc (GSK)
15 November 2022.
GlaxoSmithKline Capital plc (the Offeror) announces today the results of its invitation to holders of its outstanding Notes to tender their Notes for purchase by the Offeror for cash (each, an Offer and together, the Offers). The Offeror announced the indicative results of the Offers earlier today.
The Offers were announced on 8 November 2022 and were made on terms and subject to the conditions contained in the tender offer memorandum dated 8 November 2022 (the Tender Offer Memorandum). Capitalised terms used in this announcement but not defined have the meanings given to them in the Tender Offer Memorandum.
Results of the Offers
The Offeror announces that it will accept for purchase in cash an aggregate nominal amount of the Notes validly tendered pursuant to the Offers equal to £1,593,679,000. The final results of the Offers are as follows:
Notes | Description of the Notes | ISIN / Common Code | Aggregate nominal amount of Notes tendered | Series Acceptance Amount | Scaling Factor (per cent.) | Purchase Yield (per cent.) | Purchase Price (per cent.) | Accrued Interest Payment (per £1,000) |
2027 Notes | £600,000,000 3.375 per cent. Notes due 20 December 2027 | XS0866588527 / 086658852 | £292,230,000 | £292,230,000 | Not Applicable | 4.388 | 95.460 | £30.70 |
2033 Notes | £1,000,000,000 5.250 per cent. Notes due 19 December 2033 | XS0140516864 / 014051686 | £734,199,000 | £350,051,000 | 47.700 | 4.238 | 108.875 | £21.66 |
2039 Notes | £700,000,000 6.375 per cent. Notes due 9 March 2039 | XS0350820931 / 035082093 | £409,561,000 | £0 | 0.000 | Not Applicable | Not Applicable | Not Applicable |
2042 Notes | £1,000,000,000 5.250 per cent. Notes due 10 April 2042 | XS0294624373 / 029462437 | £522,184,000 | £522,184,000 | Not Applicable | 4.495 | 109.604 | £31.79 |
2045 Notes | £800,000,000 4.250 per cent. Notes due 18 December 2045 | XS0866596975 / 086659697 | £429,214,000 | £429,214,000 | Not Applicable | 4.415 | 97.639 | £38.89 |
General
The Settlement Date in respect of the Notes accepted for purchase pursuant to the Offers is expected to be 17 November 2022.
Following the Settlement Date, £307,770,000 in aggregate nominal amount of the 2027 Notes will remain outstanding, £649,949,000 in aggregate nominal amount of the 2033 Notes will remain outstanding, £700,000,000 in aggregate nominal amount of the 2039 Notes will remain outstanding, £477,816,000 in aggregate nominal amount of the 2042 Notes will remain outstanding and £370,786,000 in aggregate nominal amount of the 2045 Notes will remain outstanding.
The Dealer Managers (in respect of the Offers as made to Relevant Noteholders)
BNP Paribas
16, boulevard des Italiens
75009 Paris
France
Telephone: +33 1 55 77 78 94
Attention: Liability Management Group
Email: liability.management@bnpparibas.com
J.P. Morgan Securities plc
25 Bank Street
Canary Wharf
London E14 5JP
United Kingdom
Telephone: +44 207 134 2468
Attention: EMEA Liability Management Group
Email: liability_management_EMEA@jpmorgan.com
The Offeror
GlaxoSmithKline Capital plc
980 Great West Road
Brentford
Middlesex TW8 9GS
United Kingdom
Email: company.secretary@gsk.com
The Tender Agent
Kroll Issuer Services Limited
The Shard
32 London Bridge Street
London SE1 9SG
United Kingdom
Telephone: +44 20 7704 0880
Attention: David Shilson
Email: gsk@is.kroll.com
Website: https://deals.is.kroll.com/gsk
This announcement contains information that qualifies or may qualify as inside information. The person responsible for arranging the release of this announcement on behalf of GlaxoSmithKline Capital plc is Victoria Whyte, Company Secretary.
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 Offeror, GSK, the Dealer Managers and the Tender Agent to inform themselves about, and to observe, any such restrictions.