IR-Center Handelsblatt
Unternehmenssuche:

Royal KPN N.V.

News Detail

Press release News vom 05.11.2014

Koninklijke KPN N.V. announces indicative Tender Offer results

5 November 2014. Koninklijke KPN N.V. (the "Company") today announces the indicative results of its invitation to holders of such of its Notes as are listed below (together the "Notes") to tender some or all of their Notes to the Company for purchase by the Company for cash (the "Tender Offer"). The Tender Offer was made on the terms and subject to the conditions contained in the tender offer memorandum dated 28 October 2014 (the "Tender Offer Memorandum") and expired at 17:00 hours CET on 4 November 2014. Capitalised terms used but not defined in this announcement have the meanings given to them in the Tender Offer Memorandum.

Following expiration of the Tender Offer Period, the Company hereby announces its non-binding indication that (subject to confirmation by the Company in its sole and absolute discretion in its announcement of pricing and results and subject to acceptance by the Company in its sole and absolute discretion of validly tendered Notes) it intends to accept Notes pursuant to the Tender Offer (i) on the basis of the indicative Series Acceptance Amounts and (ii) the indicative Pro-Rating Factor for each applicable series, each as set out in the table below:

The Company intends to set the Purchase Spread in respect of each of the Modified Dutch Auction Notes at the applicable Maximum Purchase Spread and to accept for purchase:
(i)        2022 Notes validly tendered under the relevant Modified Dutch Auction pursuant to Non-Competitive Tender Instructions in full without pro-ration; and
(ii)       2024 Notes validly tendered under the relevant Modified Dutch Auction pursuant to Non-Competitive Tender Instructions in full without pro-ration.

For the avoidance of doubt, the Company does not intend to accept for purchase any Modified Dutch Auction Notes which were tendered pursuant to the Competitive Tender Instructions under the Modified Dutch Auctions.

Pricing and Results

Pricing will take place on or around 12:00 hours CET (the "Pricing Time") on 5 November 2014 (the "Pricing Date"). As soon as reasonably practicable after the Pricing Time, on the Pricing Date, the Company will announce (i) whether the Company will accept valid Offers to Sell pursuant to the Tender Offer; (ii) in respect of the Modified Dutch Auction Notes, the 2022 Notes Purchase Spread and the 2024 Notes Purchase Spread; (iii) in respect of the Fixed Spread Notes and the Modified Dutch Auction Notes accepted for purchase, the relevant Reference Rate, Purchase Yield, Purchase Price and the FX Rate (in respect of the March 2016 Notes and May 2019 Notes); (iv) in respect of each Series of Notes, the relevant Series Acceptance Amount and any Pro-Rating Factor; and (v) the aggregate principal amount of Notes of each Series that will remain outstanding after the Settlement Date (subject in each case to confirmation by the Company in its sole and absolute discretion in its announcement of pricing and results and subject to acceptance by the Company in its sole and absolute discretion of validly tendered Notes).

Settlement of the Tender Offer and payment of the Tender Consideration in respect of Notes accepted for purchase (subject to confirmation by the Company in its sole and absolute discretion in its announcement of pricing and results and subject to acceptance by the Company in its sole and absolute discretion of validly tendered Notes) is expected to take place on 7 November 2014.

Notes that are not tendered and accepted for purchase pursuant to the Tender Offer will remain outstanding (subject to confirmation by the Company in its sole and absolute discretion in its announcement of pricing and results and subject to acceptance by the Company in its sole and absolute discretion of validly tendered Notes).

BNP Paribas, Citigroup Global Markets Limited and The Royal Bank of Scotland plc are acting as Structuring Advisers for the Tender Offer; Coöperatieve Centrale Raiffeisen-Boerenleenbank B.A. and Credit Suisse Securities (Europe) Limited, together with the Structuring Advisers, are acting as Joint Dealer Managers for the Tender Offer; and Citibank N.A. is acting as Tender Agent.

Questions and requests for assistance in connection with the Tender Offer may be directed to the Joint Dealer Managers.

Structuring Advisers and Joint Dealer Managers
BNP Paribas
10 Harewood Avenue
London NW1 6AA
United Kingdom

Tel: +44 207 595 8668
Fax: +44 20 7595 5750
Attn.: Liability Management Group
Email:
liability.management@bnpparibas.com
Citigroup Global Markets Limited
Citigroup Centre
33 Canada Square
London E14 5LB
United Kingdom

Tel: +44 20 7986 8969
Attn.: Liability Management Group
Email:
liabilitymanagement.europe@citi.com
The Royal Bank of Scotland plc
135 Bishopsgate
London EC2M 3UR
United Kingdom


Tel: +44 20 7085 3781
Attn.: Liability Management Group
Email:
liabilitymanagement@rbs.com

Joint Dealer Managers

Coöperatieve Centrale Raiffeisen-Boerenleenbank B.A.
Croeselaan 18
3521 CB Utrecht
The Netherlands

Tel: +31 30 216 9022
Attention: Liability Management Group
Email: corporate.liabilitymanagement@rabobank.com
Credit Suisse Securities (Europe) Limited
One Cabot Square
London E14 4QJ

United Kingdom
Tel: +44 20 7883 8763
Attention: Liability Management
Email: liability.management@credit-suisse.com

The Tender Agent
Citibank, N.A.