Telefonica SA Result of Tender Offer of Bonds (4945I)

TIDMTDE

RNS Number : 4945I

Telefonica SA

21 March 2018

TELEFÓNICA, S.A. as provided in article 228 of the Spanish Stock Market Act (Ley del Mercado de Valores), hereby reports the following

SIGNIFICANT EVENT

Further to the relevant event announced on 13 March 2018, Telefónica Europe B.V. (the "Issuer") announces the final results of the invitations to holders to tender for purchase by the Issuer for cash (each such invitation an "Offer" and together the "Offers") of the following notes:

(i) EUR 1,125,000,000 Undated 5 Year Non-Call Deeply Subordinated Guaranteed Fixed Rate Reset Securities (the "EUR 2018 Notes"),

(ii) EUR 850,000,000 Undated 5 Year Non-Call Deeply Subordinated Guaranteed Fixed Rate Reset Securities (the "EUR 2019 Notes"),

(iii) EUR 750,000,000 Undated 6 Year Non-Call Deeply Subordinated Guaranteed Fixed Rate Reset Securities (the "EUR 2020 Notes"),

(iv) GBP 600,000,000 Undated 7 Year Non-Call Deeply Subordinated Guaranteed Fixed Rate Reset Securities (the "GBP Notes"),

(v) EUR 625,000,000 Undated 8 Year Non-Call Deeply Subordinated Guaranteed Fixed Rate Reset Securities (the "EUR 2021 Notes"), and

(vi) EUR 1,000,000,000 Undated 10 Year Non-Call Deeply Subordinated Guaranteed Fixed Rate Reset Securities (the "EUR 2024 Notes")

(each a "Series" and together the "Notes") irrevocably guaranteed by Telefónica, S.A. (the "Guarantor").

The Offers were made on the terms and subject to the conditions contained in the tender offer memorandum dated 13 March 2018 (the "Tender Offer Memorandum") and are subject to the offer restrictions more fully described in the Tender Offer Memorandum.

The Issuer will (subject to satisfaction or waiver of the New Financing Condition described in the above mentioned relevant event) accept validly tendered Notes pursuant to the Offers for purchase in cash in an aggregate principal amount equivalent to EUR 1,776,575,600, of which an amount equivalent to EUR 1,124,875,600 in principal amount relates to the Priority 2 Notes.

The Issuer will not be accepting for purchase any of the EUR 2024 Notes tendered for purchase pursuant to the Offers.

The final results of the Offers are as follow:

 
 
                                          Aggregate                                                             Pro-ration 
                        First Reset   Principal Amount     Purchase     Repurchase    Accrued     Benchmark     factor (if    Fixed Spread               Maximum Series 
 Description of Notes      Date          Outstanding        Price         Yield       Interest       Rate          any)      (basis points)   Priority       Amount 
---------------------  ------------  ------------------  -----------  ------------  ----------  -------------  -----------  ---------------  ---------  ---------------- 
 
  EUR 1,125,000,000 
    Undated 5 Year 
    Non-Call Deeply 
     Subordinated 
   Guaranteed Fixed 
      Rate Reset 
    Securities (the 
   "EUR 2018 Notes")                                         EUR 
                                                          103,187.67 
    Current Coupon:                                        per EUR 
         6.50%           18/9/2018    EUR 1,125,000,000    100,000         N/A        3.312%         N/A           N/A            N/A            1       EUR 651,700,000 
   EUR 850,000,000       4/12/2019     EUR 850,000,000       EUR         0.419%       1.254%       EUR 2019       31.57%         60bps           2       EUR 145,200,000 
    Undated 5 Year                                         106,395                                  Notes 
   Non-Call Deeply                                         per EUR                               Interpolated 
     Subordinated                                          100,000                                 Mid-Swap 
   Guaranteed Fixed                                                                                  Rate 
      Rate Reset                                                                                  (-0.181%) 
      Securities 
    (the "EUR 2019 
       Notes") 
 
   Current Coupon: 
        4.20% 
   EUR 750,000,000       31/3/2020     EUR 750,000,000       EUR         0.509%       4.890%       EUR 2020       40.00%         65bps           2       EUR 158,200,000 
    Undated 6 Year                                         109,011                                  Notes 
   Non-Call Deeply                                         per EUR                               Interpolated 
     Subordinated                                          100,000                                 Mid-Swap 
   Guaranteed Fixed                                                                                  Rate 
      Rate Reset                                                                                  (-0.141%) 
      Securities 
    (the "EUR 2020 
       Notes") 
 
   Current Coupon: 
        5.00% 
   GBP 600,000,000 
    Undated 7 Year 
    Non-Call Deeply 
     Subordinated 
   Guaranteed Fixed 
      Rate Reset 
      Securities                                                                                  GBP Notes 
  (the "GBP Notes")**                                        GBP                                 interpolated 
                                                           111,721                                 Mid-Swap 
    Current Coupon:                                        per GBP                                   Rate 
         6.75%          26/11/2020     GBP 600,000,000     100,000       2.192%       2.164%       (1.230%)        100%          95bps           2       GBP 428,500,000 
   EUR 625,000,000       18/9/2021     EUR 625,000,000       EUR         1.149%       3.886%       EUR 2021        100%          100bps          2       EUR 332,300,000 
    Undated 8 Year                                         122,022                                  Notes 
   Non-Call Deeply                                         per EUR                               Interpolated 
     Subordinated                                          100,000                                 Mid-Swap 
   Guaranteed Fixed                                                                                  Rate 
      Rate Reset                                                                                   (0.149%) 
      Securities 
    (the "EUR 2021 
       Notes") 
 
   Current Coupon: 
        7.625% 
  EUR 1,000,000,000 
    Undated 10 Year 
    Non-Call Deeply 
     Subordinated 
   Guaranteed Fixed 
      Rate Reset 
    Securities (the 
   "EUR 2024 Notes") 
 
    Current Coupon: 
        5.875%           31/3/2024    EUR 1,000,000,000      N/A           N/A          N/A          N/A           N/A            N/A            2            EUR 0 
 

** Based on an exchange rate of GBP 1 = EUR 1.1416, as shown on Bloomberg Page BFIX as at the Expiration Deadline.

The Offers remain subject to the conditions and restrictions set out in the Tender Offer Memorandum.

Whether the Issuer will purchase any Notes validly tendered in the Offers is subject, without limitation, to the settlement of the New Financing Condition. Subject to the satisfaction (or waiver) of the New Financing Condition, the expected settlement date of the Offers is 23 March 2018.

All Notes repurchased pursuant to the Offers will be cancelled.

Madrid, March 21, 2018

None of the Offers, the Tender Offer Memorandum or this announcement constitute an offer of securities or the solicitation of an offer of securities to the public in Spain under the Spanish Securities Market Law approved by Legislative Royal Decree 4/2015, of 23 October (Real Decreto Legislativo 4/2015, de 23 de octubre, por el que se aprueba el texto refundido de la Ley del Mercado de Valores), Royal Decree 1310/2005, of 4 November 2005 and Royal Decree 1066/2007, of 27 July 2007. Accordingly, neither the Offers, nor the Tender Offer Memorandum has been and will not be submitted for approval nor approved by the Spanish Securities Market Regulator (Comisión Nacional del Mercado de Valores).

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 and the District of Columbia) (the "United States") or to any U.S. person or into any other jurisdiction where it is unlawful to distribute this announcement.

This information is provided by RNS

The company news service from the London Stock Exchange

END

RTELLFFEVSILFIT

(END) Dow Jones Newswires

March 21, 2018 11:28 ET (15:28 GMT)