ITV PLC has announced a cash tender offer for its outstanding €600,000,000 1.375 per cent. Notes due 26 September 2026. The offer is being made to holders of the Notes, inviting them to tender the Notes for purchase by the Offeror for cash, subject to the satisfaction or waiver of the New Issue Condition. The purpose of the offer and the proposed issue of the New Notes is to extend the Offeror's debt maturity profile in an efficient manner and provide liquidity to those Holders whose Notes are validly tendered and accepted for purchase in the Offer.
The Offeror intends to cancel the Notes purchased by it pursuant to the Offer and such Notes will therefore not be re-issued or re-sold. The Offeror will pay for any Notes validly tendered and accepted for purchase by it pursuant to the Offer a purchase price for such Notes (the Purchase Price) to be determined at or around 11.00 a.m. (London time) on 18 June 2024. The Offeror will also pay an Accrued Interest Payment in respect of any Notes accepted for purchase pursuant to the Offer.
The Offeror proposes to accept for purchase pursuant to the Offer up to €240,000,000 in aggregate nominal amount of the Notes (the Target Acceptance Amount), although the Offeror reserves the right, in its sole discretion, to accept significantly more or significantly less than (or none of) the Target Acceptance Amount for purchase pursuant to the Offer. The Offeror will announce today its intention to issue a new series of euro-denominated fixed rate notes (the New Notes) under its €3,000,000,000 Euro Medium Term Note Programme (the Programme), subject to market conditions.
Whether the Offeror will purchase any Notes validly tendered in the Offer is subject, without limitation, to the successful completion (in the sole determination of the Offeror) of the issue of the New Notes (the New Issue Condition), unless the New Issue Condition is waived by the Offeror in its sole discretion. Even if the New Issue Condition is satisfied (or waived), the Offeror is under no obligation to accept for purchase any Notes tendered pursuant to the Offer.