TIDM74WM
RNS Number : 7562S
BP Capital Markets PLC
18 March 2021
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 AS IT FORMS PART OF UK DOMESTIC LAW BY VIRTUE OF THE
EUROPEAN UNION (WITHDRAWAL) ACT 2018 (EUWA).
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
18 March 2021.
On 11 March 2021, 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 0.900
per cent. Guaranteed Notes due 2024 (ISIN: XS1851277969) (the July
2024 Notes), (vii) EUR850,000,000 0.830 per cent. Guaranteed Notes
due 2024 (ISIN: XS1492671158) (the September 2024 Notes), (viii)
GBP400,000,000 2.030 per cent. Guaranteed Notes due 2025 (ISIN:
XS1566187214) (the February 2025 Notes), (ix) EUR850,000,000 1.077
per cent. Guaranteed Notes due 2025 (ISIN: XS1637863629) (the June
2025 Notes), (x) GBP400,000,000 1.827 per cent. Guaranteed Notes
due 2025 (ISIN: XS1992928116) (the September 2025 Notes), (xi)
GBP450,000,000 2.274 per cent. Guaranteed Notes due 2026 (ISIN:
XS1851278421) (the 2026 Notes), (xii) EUR1,100,000,000 0.831 per
cent. Guaranteed Notes due 2027 (ISIN: XS1992931508) (the 2027
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 July 2024
Notes, the September 2024 Notes, the February 2025 Notes, the June
2025 Notes, the September 2025 Notes, the 2026 Notes and the 2027
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 17 March 2021
(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 11 March 2021 (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 in full with no pro rata scaling except for the 2026 Notes
and 2027 Notes, where it will not accept any valid tenders.
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 = EUR1.1667.
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:
Series Outstanding
Priority Acceptance Benchmark Purchase Purchase Purchase nominal amount
Level Notes Amount Rate Spread Yield Price post settlement
--------- ------------ ---------------- ------------ ------------ ------------- ------------- -----------------
March Not Not -0.45 101.751 per
1 2022 Notes EUR 227,453,000 Applicable Applicable per cent. cent. EUR631,652,000
September Not Not -0.45 103.028 per
1 2022 Notes EUR 180,502,000 Applicable Applicable per cent. cent. EUR629,935,000
February Not Not -0.40 102.907 per
1 2023 Notes EUR 151,075,000 Applicable Applicable per cent. cent. EUR671,029,000
1 August GBP 150,916,000 0.120 15 bps 0.270 101.942 per GBP204,825,000
2023 Notes per cent. per cent. cent.
January -0.470 -0.370 103.896 per
1 2024 Notes EUR 107,140,000 per cent. 10 bps per cent. cent. EUR379,744,000
July 2024 -0.434 -0.234 103.750 per
1 Notes EUR 183,167,000 per cent. 20 bps per cent. cent. EUR369,621,000
September -0.437 -0.237 103.488 per
1 2024 Notes EUR 72,854,000 per cent. 20 bps per cent. cent. EUR470,921,000
1 February GBP 215,362,000 0.262 45 bps 0.712 105.072 per GBP184,638,000
2025 Notes per cent. per cent. cent.
June 2025 -0.387 -0.137 104.896 per
2 Notes EUR 77,342,000 per cent. 25 bps per cent. cent. EUR495,294,000
2 September GBP 105,529,000 0.302 50 bps 0.804 104.478 per GBP101,711,000
2025 Notes per cent. per cent. cent.
2 2026 Notes GBP0 Not 60 bps Not Not GBP450,000,000
Applicable Applicable Applicable
Not Not Not
2 2027 Notes EUR0 Applicable 40 bps Applicable Applicable EUR1,100,000,000
-0.130 0.370 108.788 per
2 2028 Notes EUR 72,420,000 per cent. 50 bps per cent. cent. EUR567,676,000
The Final Consideration Amount is EUR1,681,662,045.04
(converted, where applicable, into the Euro Equivalent at the
Applicable Sterling/Euro Exchange Rate).
Therefore the aggregate Euro Equivalent of the nominal amount of
Priority Level 1 Notes the Offeror will accept is approximately
EUR1,350 million and the aggregate Euro Equivalent of the nominal
amount of Priority Level 2 Notes the Offeror will accept is
approximately EUR273 million, converted (where applicable) 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 19 March
2021. All Notes purchased pursuant to the relevant Offers will be
cancelled.
Lloyds Bank Corporate Markets plc (Telephone: +44 20 7158
1719/1726; Attention: Liability Management, Commercial Banking;
Email: liability.management@lloydsbanking.com ) and MUFG Securities
EMEA plc (Telephone: +44 20 7577 4218; Attention: Liability
Management Group; Email: liability.management@mufgsecurities.com)
are acting as Dealer Managers for the Offers.
Lucid Issuer Services Limited (Telephone: + 44 20 7704 0880;
Attention: Arlind Bytyqi ; Email: bp@lucid-is.com) 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 as it forms part of UK domestic law by
virtue of the EUWA (UK MAR), encompassing information relating to
the Offers described above. For the purposes of UK MAR and the
Implementing Technical Standards, 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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