Transport For London Indicative Results of TfL Debt Tender Offer (2121J)

TIDM40CT

RNS Number : 2121J

Transport For London

09 December 2022

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This announcement is released by Transport for London and contains information that qualified as inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 ("MAR") as it forms part of domestic law of the United Kingdom by virtue of the European Union (Withdrawal) Act 2018, encompassing information relating to the Offers described above. For the purposes of MAR and Article 2 of Commission Implementing Regulation (EU) 2016/1055 as it forms part of domestic law of the United Kingdom by virtue of the European Union (Withdrawal) Act 2018, this announcement is made by Joanna Hawkes, Director of Corporate Finance, on behalf of Transport for London.

9 December 2022

Transport for London (the "Issuer") announces today the indicative results of its separate invitations to the holders of the outstanding notes detailed below (each a "Series" and together the "Notes") to tender such Notes for purchase by the Issuer for cash subject to the satisfaction or waiver of the Financing Condition (each such invitation an "Offer" and, together, the "Offers").

The Offers were announced on 1 December 2022 and were made on the terms and subject to the conditions set out in the Tender Offer Memorandum dated 1 December 2022 (the "Tender Offer Memorandum"). Capitalised terms used and not otherwise defined in this announcement have the meanings given to them in the Tender Offer Memorandum.

The Expiration Deadline for the Offers was 16:00 (London time) on 8 December 2022.

In the event that the Issuer decides to accept valid tenders of 2025 Notes, 2027-2031 Notes, 2033 Notes, July 2042 Notes, 2045 Notes and 2064 Notes for purchase pursuant to the relevant Offers and the Financing Condition is satisfied (or waived) on or prior to the Settlement Date, it expects that each Series Acceptance Amount will be as follows:

 
                                                         Aggregate Principal Amount of    Expected Series Acceptance 
     Description of Notes         ISIN / Common Code            Notes tendered:                     Amounts 
-----------------------------  -----------------------  ------------------------------  ------------------------------ 
 
 GBP400,000,000 2.125 per       XS1222743061/122274306          GBP166,045,000                  GBP166,045,000 
 cent. Notes due April 2025 
 (the "2025 Notes") 
 GBP200,000,000 4.500 per       XS0248643750/024864375          GBP112,599,000                  GBP112,599,000 
 cent. Notes due 2027-2031 
 (the "2027-2031 Notes") 
 GBP300,000,000 4.000 per       XS0969795920/096979592          GBP121,134,000                  GBP121,134,000 
 cent. Notes due September 
 2033 (the "2033 Notes") 
 GBP500,000,000 3.875 per       XS0806476544/080647654           GBP73,771,000                   GBP73,771,000 
 cent. Notes due July 2042 
 (the "July 2042 Notes") 
 GBP100,000,000 4.500 per       XS0279542608/027954260               GBP0                            GBP0 
 cent. Notes due December 
 2042 (the "December 2042 
 Notes") 
 GBP400,000,000 3.625 per       XS0928618569/092861856           GBP63,157,000                   GBP63,157,000 
 cent. Notes due May 2045 
 (the "2045 Notes") 
 GBP500,000,000 4.000 per       XS1045127393/104512739          GBP178,778,000                  GBP178,778,000 
 cent. Notes due April 2064 
 (consisting of a first 
 tranche of GBP370,000,000 
 4.000 per cent. Notes due 
 April 2064 issued on 7 April 
 2014 and a second tranche of 
 GBP130,000,000 
 4.000 per cent. Notes due 
 April 2064 issued on 16 May 
 2014) (the "2064 Notes") 
 

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

Pricing for the Offers will take place at or around 12:30 (London time) (the "Pricing Time ") today.

The Issuer will announce the final results of the Offers, including each Series Acceptance Amount, the final aggregate principal amount of Notes accepted pursuant to the Offers and the details of the Repurchase Yield, the Benchmark Reference Security Yield and the Purchase Price for each Series, as soon as reasonably practicable after the Pricing Time.

Further Information

Any questions or requests for assistance in connection with the Offers may be directed to the Dealer Managers or the Information and Tender Agent at the following telephone number or e-mail address:

HSBC Bank plc (Telephone: [phone]; Email: [e-mail]; Attention: Liability Management, DCM)

NatWest Markets Plc (Telephone: [phone]; Email: [e-mail]; Attention: Liability Management)

Morrow Sodali Limited ( Telephone: [phone]; Email: [e-mail]; Tender Offer Website: https://projects.morrowsodali.com/tfl)

DISCLAIMER

Noteholders must read this announcement in conjunction with the Tender Offer Memorandum. This announcement and the Tender Offer Memorandum contain important information which should be read carefully before any decision is made with respect to the Offers. If any Noteholder is in any doubt as to the contents of this announcement and/or the Tender Offer Memorandum or the action it should take, it is recommended to seek its own financial and legal advice, including in respect of any tax consequences, immediately from its broker, bank manager, solicitor, accountant or other independent financial, tax or legal adviser. Any individual or company whose Notes are held on its behalf by a broker, dealer, bank, custodian, trust company or other nominee or intermediary must contact such entity if it wishes to tender such Notes pursuant to the Offers.

The Dealer Managers are acting exclusively for the Issuer and no one else in connection with the arrangements described in this announcement and the Tender Offer Memorandum and none of the Dealer Managers, the Information and Tender Agent, or any director, officer, employee, agent or affiliate of any such person, will be responsible to any Noteholder for providing any protections which would be afforded to its clients or for providing advice in relation to the Offers, and accordingly none of the Dealer Managers, the Information and Tender Agent or any of their respective directors, officers, employees or affiliates make any representation or recommendation whatsoever regarding the Offers or any recommendation as to whether Noteholders should tender Notes in the Offers or otherwise participate in the Offers.

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December 09, 2022 04:17 ET (09:17 GMT)