BP Capital Markets PLC Tender Offer Final Results (1824A)

TIDM74WM

RNS Number : 1824A

BP Capital Markets PLC

25 September 2020

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.

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 final results of its tender offers for certain series of its Euro and Sterling denominated Notes

25 September 2020.

On 17 September 2020, BP Capital Markets p.l.c. (the Offeror) announced separate invitations to holders of its outstanding (i) EUR1,250,000,000 1.373 per cent. Guaranteed Notes due 2022 (ISIN: XS1375956569) (the March 2022 Notes), (ii) EUR1,150,000,000 1.526 per cent. Guaranteed Notes due 2022 (ISIN: XS1114477133) (the September 2022 Notes), (iii) EUR1,250,000,000 1.109 per cent. Guaranteed Notes due 2023 (ISIN: XS1190973559) (the February 2023 Notes), (iv) GBP650,000,000 1.177 per cent. Guaranteed Notes due 2023 (ISIN: XS1475051162) (the August 2023 Notes), (v) EUR925,000,000 1.117 per cent. Guaranteed Notes due 2024 (ISIN: XS1527126772) (the January 2024 Notes), (vi) EUR1,000,000,000 1.876 per cent. Guaranteed Notes due 2024 (ISIN: XS2135797202) (the April 2024 Notes), (vii) EUR1,000,000,000 0.900 per cent. Guaranteed Notes due 2024 (ISIN: XS1851277969) (the July 2024 Notes), (viii) EUR850,000,000 0.830 per cent. Guaranteed Notes due 2024 (ISIN: XS1492671158) (the September 2024 Notes), (ix) GBP400,000,000 2.030 per cent. Guaranteed Notes due 2025 (ISIN: XS1566187214) (the February 2025 Notes), (x) EUR750,000,000 1.953 per cent. Guaranteed Notes due 2025 (ISIN: XS1375957294) (the March 2025 Notes); (xi) EUR850,000,000 1.077 per cent. Guaranteed Notes due 2025 (ISIN: XS1637863629) (the June 2025 Notes); (xii) GBP400,000,000 1.827 per cent. Guaranteed Notes due 2025 (ISIN: XS1992928116) (the September 2025 Notes); and (xiii) EUR900,000,000 1.594 per cent. Guaranteed Notes due 2028 (ISIN: XS1851278777) (the 2028 Notes and, together with the March 2022 Notes, the September 2022 Notes, 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 February 2025 Notes, the March 2025 Notes, the June 2025 Notes and the September 2025 Notes, the Notes and each a Series), 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 24 September 2020 (the Expiration Deadline) and the Offeror now announces the final results of the Offers.

The Offers were made on the terms and subject to the conditions contained in the tender offer memorandum dated 17 September 2020 (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.

Series Acceptance Amounts

The Offeror announces that it has decided to accept all valid tenders of Notes (other than the April 2024 Notes, the February 2025 Notes and the March 2025 Notes) in full with no pro rata scaling and does not expect to accept any valid tenders of the April 2024 Notes, the February 2025 Notes or the March 2025 Notes . Accordingly each Series Acceptance Amount will be as set out in the table below.

Applicable Sterling/Euro Exchange Rate

As at the Expiration Deadline, the Applicable Sterling/Euro Exchange Rate was GBP1 = EUR 1.0923 .

Pricing and Settlement

Pricing for the Offers took place at or around (i) 9.00 a.m. (London time) today in the case of each Series of Sterling-denominated Notes; and (ii) 11.00 a.m. (London time) today in the case of each other Series of Fixed Purchase Spread Notes.

A summary of the final pricing for, and results of, the Offers appears below:

 
 Priority      Notes          Series        Benchmark     Purchase       Purchase        Purchase       Outstanding 
   Level                    Acceptance         Rate         Spread         Yield           Price           nominal 
                              Amount                                                                       amount 
                                                                                                       post settlement 
---------  ------------  ---------------  ------------  ------------  --------------  -------------  ----------------- 
               March                           Not           Not         -0.35 per       102.466 
    1        2022 Notes   EUR390,895,000   Applicable    Applicable        cent.         per cent.     EUR859,105,000 
             September                         Not           Not         -0.30 per       103.653 
    1        2022 Notes   EUR339,563,000   Applicable    Applicable        cent.         per cent.     EUR810,437,000 
             February                          Not           Not         -0.30 per       103.374 
    1        2023 Notes   EUR427,896,000   Applicable    Applicable        cent.         per cent.     EUR822,104,000 
    1         August      GBP294,259,000     -0.096        25 bps        0.154 per       102.669       GBP355,741,000 
             2023 Notes                     per cent.                      cent.         per cent. 
                                                                       (semi-annual) 
              January                        -0.481                       -0.281         104.317 
    1        2024 Notes   EUR438,116,000    per cent.      20 bps        per cent.       per cent.     EUR486,884,000 
             July 2024                       -0.466                       -0.166         104.023 
    1          Notes      EUR447,212,000    per cent.      30 bps        per cent.       per cent.     EUR552,788,000 
               April                           Not                          Not            Not 
    2        2024 Notes        EUR0        Applicable      35 bps       Applicable      Applicable    EUR1,000,000,000 
             September                       -0.466                       -0.116         103.530 
    2        2024 Notes   EUR306,225,000    per cent.      35 bps        per cent.       per cent.     EUR543,775,000 
    2        February          GBP0            Not         50 bps           Not            Not         GBP400,000,000 
             2025 Notes                    Applicable                   Applicable      Applicable 
               March                           Not                          Not            Not 
    2        2025 Notes        EUR0        Applicable      40 bps       Applicable      Applicable     EUR750,000,000 
             June 2025                       -0.446                       -0.046         105.046 
    2          Notes      EUR277,364,000    per cent.      40 bps        per cent.       per cent.     EUR572,636,000 
    2        September    GBP192,760,000     -0.108        60 bps        0.493 per       106.500       GBP207,240,000 
             2025 Notes                     per cent.                      cent.         per cent. 
                                                                         (annual) 
                                             -0.333                      0.417 per       108.967 
    2       2028 Notes    EUR259,904,000    per cent.      75 bps          cent.         per cent.     EUR640,096,000 
 

Therefore, the Offeror will accept approximately EUR2.4 billion in aggregate nominal amount of Notes with Priority Level 1, and approximately EUR1.1 billion in aggregate nominal amount of Notes with Priority Level 2.

The Final Consideration Amount is EUR 3,562,907,239.48 (converted, where applicable, into the Euro Equivalent at the Applicable Sterling/Euro Exchange Rate) .

The Offeror will also pay an Accrued Interest Payment in respect of Notes accepted for purchase pursuant to the relevant Offers.

The Settlement Date in respect of any Notes accepted for purchase pursuant to the relevant Offers is expected to be 29 September 2020. All Notes purchased pursuant to the relevant Offers will be cancelled.

Deutsche Bank AG London Branch (Telephone: [phone]; Attention: Liability Management Group) and MUFG Securities EMEA plc (Telephone: [phone]; Attention: Liability Management Group; 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 (MAR), encompassing information relating to the Offers described above. For the purposes of MAR and Article 2 of Commission Implementing Regulation (EU) 2016/1055, 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 25, 2020 08:41 ET (12:41 GMT)