22 Jun 2017 07:00
Pricing Announcement
22 June 2017
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION REGARDING RECKITT BENCKISER GROUP PLC
Reckitt Benckiser announces pricing of a US$7.75 billion multi-tranche senior notes offering.
Reckitt Benckiser Group plc ("RB") (LSE: RBL) today announced that Reckitt Benckiser Treasury Services plc, its indirect wholly owned subsidiary ("RBTS"), had priced its offering of US$7.75 billion aggregate principal amount of senior notes in four tranches, consisting of US$750 million Floating Rate Senior Notes due 2022 (the "Floating Rate Notes"), US$2.5 billion Fixed Rate Senior Notes due 2022 (the "2022 Fixed Rate Notes"), US$2 billion Fixed Rate Senior Notes due 2024 (the "2024 Fixed Rate Notes") and US$2.5 billion Fixed Rate Senior Notes due 2027 (the "2027 Fixed Rate Notes" and, together with the 2022 Fixed Rate Notes and the 2024 Fixed Rate Notes, the "Fixed Rate Notes" and, the Fixed Rate Notes together with the Floating Rate Notes, the "Notes"). The Floating Rate Notes, the 2022 Fixed Rate Notes, the 2024 Fixed Rate Notes and the 2027 Fixed Rate Notes were offered at a price of 100.000%, 99.906%, 99.892% and 99.700%, respectively.
The Floating Rate Notes will bear interest at a rate equal to 3 month US Dollar LIBOR plus 0.56% per annum. Interest on the Floating Rate Notes is payable on 24 March, 24 June, 24 September and 24 December of each year, beginning 24 September 2017. The 2022 Fixed Rate Notes, the 2024 Fixed Rate Notes and the 2027 Fixed Rate Notes will bear interest at a rate of 2.375%, 2.750% and 3.000% per annum, respectively. Interest on the 2022 Fixed Rate Notes is payable on 24 June and 24 December of each year, beginning 24 December 2017. Interest on the 2024 Fixed Rate Notes and the 2027 Fixed Rate Notes is payable on 26 June and 26 December of each year, beginning 26 December 2017. The Notes are expected to be issued on or about 26 June 2017.
The Notes will be guaranteed by RB. The net proceeds of the offering of the Notes will be used to refinance certain debt facilities incurred to finance the acquisition of Mead Johnson Nutrition Company by RB.
The offering is being made by means of an offering memorandum. This announcement does not constitute an offer to sell or the solicitation of an offer to buy the Notes or any other security and shall not constitute an offer, solicitation or sale in the United States or to U.S. persons (as defined in Regulation S under the Securities Act ("Regulation S")) or in any jurisdiction in which, or to any persons to whom, such offering, solicitation or sale would be unlawful.
The Notes and the guarantees have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and, subject to certain exceptions, may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S). The Notes are being offered and sold outside the United States only to non-U.S. persons in reliance on Regulation S and within the United States to "qualified institutional buyers" in reliance on Rule 144A under the Securities Act ("Rule 144A"). Prospective purchasers of the Notes are hereby notified that the seller may be relying on the exemption from the provisions of Section 5 of the Securities Act provided by Rule 144A.
This announcement does not constitute an invitation or offer to underwrite, subscribe for or otherwise acquire or dispose of any securities nor is it intended to be an inducement to engage in investment activity for the purpose of Section 21 of the Financial Services and Markets Act 2000 of the United Kingdom.
This announcement is directed only at (i) persons who are outside the United Kingdom, (ii) persons in the United Kingdom who have professional experience in matters related to investments and who are investment professionals within the meaning of Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) of the United Kingdom (the "Financial Promotion Order"); (iii) persons who fall within Articles 49(2)(a) to (d) ("high net worth companies, unincorporated associations etc.") of the Financial Promotion Order; and (iv) any other persons to whom this announcement may otherwise lawfully be directed (all such persons together being referred to as "relevant persons"). This announcement must not be acted on or relied on by other persons in the United Kingdom. Any investment or investment activity to which this announcement relates is available only to relevant persons and will be engaged in only with relevant persons. This announcement must not be acted on or relied on by persons who are not relevant persons.
If and to the extent that this announcement is communicated in, or the offer of the securities to which it relates is made in, any EEA Member State before the publication of a prospectus in relation to the securities which has been approved by the competent authority in that Member State in accordance with Directive 2003/71/EC as amended (together with any applicable implementing measures in any Member State, the "Prospectus Directive") (or which has been approved by a competent authority in another Member State and notified to the competent authority in that Member State in accordance with the Prospectus Directive), this announcement and the offer are only addressed to and directed at persons in that Member State who are qualified investors within the meaning of the Prospectus Directive (or who are other persons to whom the offer may lawfully be addressed) and must not be acted on or relied on by other persons in that Member State.
This announcement is made on behalf of RB by Richard Joyce, SVP, Investor Relations.
For further information, contact:
RB: +44 1753 217800
Richard Joyce- SVP, Investor Relations
Patty O'Hayer - Director, External Relations and Government Affairs
Brunswick: +44 (0)20 7404 5959
Gabrielle Silver / David Litterick
Further information
Reckitt Benckiser Group plc's LEI code is 5493003JFSMOJG48V108
Important notice
This announcement is not for release, publication or distribution directly or indirectly, in whole or in part, into or from any jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction. This announcement has been prepared for the purposes of complying with applicable law and regulation in the United Kingdom and the information disclosed may not be the same as that which would have been disclosed if this announcement had been prepared in accordance with the laws and regulations of any jurisdiction outside of the United Kingdom.