BP Capital Markets PLC Indicative Result of Tender Offer (7496M)

TIDM74WM

RNS Number : 7496M

BP Capital Markets PLC

23 September 2021

THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT QUALIFIED OR MAY HAVE QUALIFIED AS INSIDE INFORMATION WITHIN THE MEANING OF ARTICLE 7(1) 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 DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES, 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 OR THE DISTRICT OF COLUMBIA (the United States) OR IN OR INTO ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS ANNOUNCEMENT.

BP Capital Markets p.l.c. announces indicative results of its tender offers for certain series of its Euro and Sterling denominated Notes

23 September 2021.

On 16 September 2021, BP Capital Markets p.l.c. (the Offeror) announced separate invitations to holders of its outstanding (i) EUR1,250,000,000 1.109 per cent. Guaranteed Notes due 2023 (ISIN: XS1190973559) (the February 2023 Notes), (ii) GBP650,000,000 1.177 per cent. Guaranteed Notes due 2023 (ISIN: XS1475051162) (the August 2023 Notes), (iii) EUR925,000,000 1.117 per cent. Guaranteed Notes due 2024 (ISIN: XS1527126772) (the January 2024 Notes), (iv) EUR1,000,000,000 1.876 per cent. Guaranteed Notes due 2024 (ISIN: XS2135797202) (the April 2024 Notes), (v) EUR1,000,000,000 0.900 per cent. Guaranteed Notes due 2024 (ISIN: XS1851277969) (the July 2024 Notes), (vi) EUR850,000,000 0.830 per cent. Guaranteed Notes due 2024 (ISIN: XS1492671158) (the September 2024 Notes), (vii) EUR750,000,000 1.953 per cent. Guaranteed Notes due 2025 (ISIN: XS1375957294) (the March 2025 Notes), (viii) EUR850,000,000 1.077 per cent. Guaranteed Notes due 2025 (ISIN: XS1637863629) (the June 2025 Notes); (ix) GBP450,000,000 2.274 per cent. Guaranteed Notes due 2026 (ISIN: XS1851278421) (the 2026 Notes); and (x) EUR1,100,000,000 0.831 per cent. Guaranteed Notes due 2027 (ISIN: XS1992931508) (the 2027 Notes and, together with the February 2023 Notes, the August 2023 Notes, the January 2024 Notes, the April 2024 Notes, the July 2024 Notes, the September 2024 Notes, the March 2025 Notes, the June 2025 Notes and the 2026 Notes, the Notes and each a Series), each guaranteed by BP p.l.c. (the Parent), to tender their Notes for purchase by the Offeror for cash (each such invitation an Offer and together the Offers).

The Offers expired at 4.00 p.m. (London time) on 22 September 2021 (the Expiration Deadline) and the Offeror now announces the indicative results of the Offers.

The Offers were made on the terms and subject to the conditions contained in the tender offer memorandum dated 16 September 2021 (the Tender Offer Memorandum) prepared by the Offeror. Capitalised terms used in this announcement but not defined have the meanings given to them in the Tender Offer Memorandum.

Indicative Series Acceptance Amounts

The Offeror announces that, in the event that it decides to accept valid tenders of Notes of any Series pursuant to the relevant Offer(s), it expects to accept all valid tenders in full with no pro rata scaling, except for the April 2024 Notes and the March 2025 Notes, where it does not expect to accept any valid tenders. Accordingly, the Offeror expects that each Series Acceptance Amount will be set as follows :

 
 Priority Level   Notes                Indicative Series Acceptance 
                                        Amount 
---------------  -------------------  ----------------------------- 
 1                August 2023 Notes    GBP66,357,000 
 1                January 2024 Notes   EUR40,692,000 
 1                July 2024 Notes      EUR40,133,000 
 1                2026 Notes           GBP223,838,000 
 1                2027 Notes           EUR618,780,000 
                  February 2023 
 2                 Notes               EUR53,919,000 
 2                April 2024 Notes     EUR0 
                  September 2024 
 2                 Notes               EUR40,244,000 
 2                March 2025 Notes     EUR0 
 2                June 2025 Notes      EUR30,779,000 
 

Therefore the aggregate US Dollar Equivalent of the nominal amount of Priority Level 1 Notes the Offeror expects to accept is approximately US$1,217 million and the aggregate US Dollar Equivalent of the nominal amount of Priority Level 2 Notes the Offeror expects to accept is approximately US$147 million , converted at the Applicable Euro/US Dollar Exchange Rate or the Applicable Sterling/US Dollar Exchange Rate, as the case may be .

Noteholders should note that this is a non-binding indication of the levels at which the Offeror expects to set each Series Acceptance Amount.

Pricing and Settlement

Pricing for the Offers will take place at or around (i) 9.00 a.m. (London time) today (the Sterling Pricing Time) in the case of each Series of Sterling-denominated Notes; and (ii) 11.00 a.m. (London time) today (the Euro Pricing Time) in the case of each other Series of Fixed Purchase Spread Notes. As soon as reasonably practicable after the Euro Pricing Time, the Offeror will announce whether it will accept valid tenders of Notes pursuant to all or any of the Offers and, if so accepted, each Series Acceptance Amount, the Purchase Yield for each Series of Fixed Purchase Spread Notes, each Benchmark Rate, each Purchase Price, the Applicable Euro/US Dollar Exchange Rate and the Applicable Sterling/US Dollar Exchange Rate.

The Settlement Date in respect of any Notes accepted for purchase pursuant to the relevant Offers is expected to be 24 September 2021. Any Notes accepted for purchase pursuant to the relevant Offers will be cancelled.

Lloyds Bank Corporate Markets plc (Telephone: [phone]/1726; Attention: Liability Management, Commercial Banking; Email: [e-mail] ) and SMBC Nikko Capital Markets Limited (Telephone: [phone]; Attention: Liability Management; Email: [e-mail]) are acting as Dealer Managers for the Offers.

Lucid Issuer Services Limited (Telephone: + 44 20 7704 0880; Attention: Arlind Bytyqi ; Email: [e-mail]) is acting as Tender Agent for the Offers.

This announcement is released by the Offeror and contains information that qualified or may have qualified as inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law by virtue of the EUWA (UK MAR), encompassing information relating to the Offers described above. For the purposes of UK MAR and the Implementing Technical Standards, this announcement is made by Gary Admans, Head of Liquidity and Capital Markets at the Parent .

LEI Number: 549300CRVT18MXX0AG93

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 come(s) are required by each of the Offeror, the Parent, the Dealer Managers and the Tender Agent to inform themselves about, and to observe, any such restrictions.

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September 23, 2021 03:39 ET (07:39 GMT)