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| Date | 14 Dec 2022 |
| Time | 09:38:15 |
| Category | Miscellaneous |
| ID | 6847J |
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 (AS DEFINED BELOW) OR IN OR INTO OR TO ANY PERSON RESIDENT IN ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS DOCUMENT.
THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT QUALIFIED AS INSIDE INFORMATION WITHIN THE MEANING OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) 596/2014 AS IT FORMS PART OF DOMESTIC LAW OF THE UNITED KINGDOM BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018.
14 December 2022
GATWICK AIRPORT LIMITED
INDICATIVE RESULTS OF TENDER OFFER
On 6 December 2022, Gatwick Airport Limited (the "Offeror") announced separate invitations to the holders of the outstanding notes detailed below (each a "Series" and together the "Notes") issued by Gatwick Funding Limited (the "Issuer") to tender a portion of such Notes for purchase by the Offeror for cash (each such invitation an "Offer" and, together, the "Offers"). The Offers were made on the terms and subject to the conditions set out in the Tender Offer Memorandum dated 6 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 13 December 2022.
The Offeror announces today the non-binding indicative results of the Offers which are set out in the table below:
|
Description of Notes |
ISIN |
Aggregate Principal Amount of Notes tendered |
Indicative Pro-ration Factor |
Expected 2024 Notes Target Acceptance Amount |
|
|
|
|
|
|
|
The 2024 Notes |
XS0733794407 |
£198,942,000 |
75.250 per cent. |
£150,002,000 in aggregate principal amount of 2024 Notes (subject as set out in the Tender Offer Memorandum) |
|
Description of Notes |
ISIN |
Aggregate Principal Amount of Notes tendered |
Indicative Pro-ration Factor |
Expected Fixed Spread Notes Series Acceptance Amount |
|
The 2039 Notes |
XS1691441924 |
£145,118,000 |
Not Applicable |
£0 in aggregate principal amount of 2039 Notes (subject as set out in the Tender Offer Memorandum) |
|
The 2046 Notes |
XS1502174581 |
£119,910,000 |
100.000 per cent. |
£119,910,000 in aggregate principal amount of 2046 Notes (subject as set out in the Tender Offer Memorandum) |
|
The 2048 Notes |
XS1781266793 |
£151,495,000 |
61.333 per cent. |
£93,468,000 in aggregate principal amount of 2048 Notes (subject as set out in the Tender Offer Memorandum) |
|
The 2049 Notes |
XS2022203801 |
£96,000,000 |
100.000 per cent. |
£96,000,000 in aggregate principal amount of 2049 Notes (subject as set out in the Tender Offer Memorandum) |
As of the Expiration Deadline, £512,523,000 in aggregate principal amount of Fixed Spread Notes have been tendered and the non-binding expected Fixed Spread Notes Offer Cap is equal to an aggregate purchase price (excluding Accrued Interest) of £200,000,000.
Noteholders should note that this announcement is a non-binding indication of the level at which the Issuer expects to set the 2024 Notes Target Acceptance Amount, the Fixed Spread Notes Offer Cap and each Fixed Spread Notes Series Acceptance Amount.
Pricing for the Offers will take place at or around 11:00 (London time) (the "Pricing Time") today.
As soon as reasonably practicable after the Pricing Time, the Offeror will announce the final results of the Offers, including the final 2024 Notes Target Acceptance Amount, the final Fixed Spread Notes Offer Cap, each Fixed Spread Notes Series Acceptance Amount, the final aggregate principal amount of Notes of each Series accepted for purchase pursuant to the Offers, the applicable pro-ration factor, the principal amount of Notes of each Series that will remain outstanding after the Settlement Date subject to their respective terms, the details of the Fixed Spread Notes Purchase Price, the Repurchase Yield and the Benchmark Reference Security Yield for Fixed Spread Notes of each Series accepted for purchase pursuant to the relevant Offer(s) and the Settlement Date.
Further Information
Any questions or requests for assistance in connection with the Offers may be directed to the Dealer Managers or the Tender and Information Agent at the following telephone number or e-mail address:
|
THE DEALER MANAGERS |
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Banco Santander, S.A. 2 Triton Square Regent's Place London NW1 3AN United Kingdom
Email: [email protected] Attention: Liability Management |
Lloyds Bank Corporate Markets plc 10 Gresham Street London EC2V 7AE United Kingdom Tel: +44 (0) 20 7158 1726 / 1719 Email: [email protected] Attention: Liability Management Team
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NatWest Markets Plc United Kingdom
Telephone: +44 (0) 20 7678 5222 Email: [email protected] Attention: Liability Management
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THE TENDER AND INFORMATION AGENT |
|
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Kroll Issuer Services Limited 32 London Bridge Street London SE1 9SG United Kingdom
Telephone: + 44 (0) 20 7704 0880 Attention: Arlind Bytyqi Email: [email protected] Tender Offer Website: https://deals.is.kroll.com/gatwick |
|
Market Abuse Regulation
This announcement is released by the Issuer and contains information in relation to the Notes that qualified as inside information for the purposes of the Market Abuse Regulation (EU) 596/2014 as it forms part of domestic law of the United Kingdom by virtue of the European Union (Withdrawal) Act 2018 ("EUWA") ("MAR"), encompassing information relating to the Bonds. 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 EUWA, this Notice is made by Lucy Chadwick, a Director of the Issuer.
Disclaimer
Noteholders must read this announcement in conjunction with the Tender Offer Memorandum. If any Noteholder is in any doubt as to the contents of this announcement and/or the Tender Offer Memorandum or the effect of the Offers, 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.
The Dealer Managers are acting exclusively for the Offeror 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.