Eversholt Funding PLC Indicative Results of its Tender Offer (0788R)

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RNS Number : 0788R

Eversholt Funding PLC

25 June 2020

RBC Europe Limited announces Indicative Results of its Tender Offer for

Eversholt Funding plc's GBP400,000,000 6.359 per cent. Bonds due 2025

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT 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 OR THE DISTRICT OF COLUMBIA OR IN OR INTO ANY OTHER JURISDICTION OR TO ANY OTHER PERSON WHERE OR TO WHOM IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS ANNOUNCEMENT.

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.

25 June 2020.

Further to its announcement on 18 June 2020, RBC Europe Limited (the Offeror) today announces the indicative results of its invitation to holders of the GBP400,000,000 6.359 per cent. Bonds due 2025 (ISIN: XS0563638401) of Eversholt Funding plc (the Company) guaranteed by the Guarantors (as defined in the Tender Offer Memorandum) (the Bonds) to tender their Bonds for purchase by the Offeror for cash (the Offer).

The Offer was announced on 18 June 2020 and was made on the terms and subject to the conditions contained in the tender offer memorandum dated 18 June 2020 (the Tender Offer Memorandum). Capitalised terms used in this announcement but not defined have the meanings given to them in the Tender Offer Memorandum.

As reported by the Tender Agent, as at the Expiration Deadline of 4.00 p.m. (London time) on 24 June 2020, the Offeror had received valid tenders of approximately GBP128,651,000 in aggregate nominal amount of the Bonds for purchase.

In the event that the New Issue Condition is satisfied (or waived) and the Offeror decides to accept valid tenders of Bonds pursuant to the Offer, it expects to set the Final Acceptance Amount at GBP128,651,000 in aggregate nominal amount of Bonds. Accordingly, the Offeror expects to accept for purchase all Bonds validly tendered pursuant to the Offer with no pro rata scaling.

Bondholders should note that this is a non-binding indication of the level at which the Offeror expects to set the Final Acceptance Amount and any Scaling Factor that will be applied.

Pricing in respect of the Offer will take place at or around 1.00 p.m. (London time) today, 25 June 2020 (the Pricing Time). As soon as reasonably practicable after the Pricing Time, the Offeror will announce whether it will accept (subject to satisfaction or waiver of the New Issue Condition on or prior to the Tender Offer Settlement Date) valid tenders of Bonds pursuant to the Offer and, if so accepted, the Final Acceptance Amount, the Reference Gilt Rate, the Purchase Yield, the Purchase Price, any Scaling Factor and Accrued Interest (expressed as a percentage of the nominal amount of the Bonds).

BNP Paribas (Telephone: [phone]; Attention: Liability Management Group; Email: [e-mail]), HSBC Bank plc (Telephone: [phone]; Attention: Liability Management Group; Email: [e-mail]) and RBC Europe Limited (Telephone: [phone]; Attention: Liability Management Group; Email: [e-mail]) are acting as Joint Dealer Managers and Lucid Issuer Services Limited (Telephone: [phone]; Attention: Thomas Choquet; Email: [e-mail]) is acting as Tender Agent.

This announcement is released by Eversholt Funding plc 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 Offer described above. For the purposes of MAR and Article 2 of Commission Implementing Regulation (EU) 2016/1055, this announcement is made by Andrea Wesson, Director at Eversholt Funding plc.

DISCLAIMER This announcement must be read in conjunction with the Tender Offer Memorandum. No offer or invitation to acquire or sell 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 or the Tender Offer Memorandum comes are required by the Offeror, the Company, the Joint Dealer Managers and the Tender Agent to inform themselves about, and to observe, any such restrictions.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [e-mail] or visit www.rns.com.

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June 25, 2020 05:25 ET (09:25 GMT)