3rd Jul 2007 11:24
Compass Group PLC03 July 2007 3 JULY 2007 COMPASS GROUP PLC Announcement of Invitation to Tender for purchase for Cash up to EUR350,000,000 of its EUR750,000,000 6.00 per cent. Notes due 29 May 2009 (the "Notes") Compass Group PLC ("Compass") invites Noteholders (subject to certain offerrestrictions) to tender Notes for purchase by Compass for cash (the "Offer") onthe terms and subject to the conditions contained in the Tender Offer Memorandumdated 3 July 2007, copies of which are available from the Dealer Managers andthe Tender Agent (contact details set out below). The Offer begins on 3 July 2007 and expires at 4.00 p.m. (London time) on 16July 2007 (the "Expiration Deadline"), unless the period for the Offer isextended or re-opened or the Offer is terminated. In order to be eligible tohave their Notes accepted for purchase by Compass, Noteholders must validlytender their Notes by the Expiration Deadline by delivering, or arranging tohave delivered on their behalf, a valid Tender Instruction that is received bythe Tender Agent by the Expiration Deadline. The repurchase price for the Notes accepted pursuant to the Offer is expected tobe determined at or around 2.00 p.m. (London time) on 17 July 2007 (the "PricingDate") in the manner described in the Tender Offer Memorandum by reference tothe sum of the repurchase spread and the interpolated 2009 mid-swap rate for theNotes (the "Repurchase Price"). The repurchase spread is expected to beannounced on 9 July 2007 and is expected to be within the repurchase spreadrange of -1.0bps to +2.0bps (inclusive). Compass will also pay any interest accrued and unpaid on the Notes from (andincluding) the immediately preceding interest payment date to (but excluding)the Settlement Date (which is expected to be 20 July 2007) on those Notesaccepted pursuant to the Offer. Compass currently proposes to accept any amount of Notes validly tendered in theOffer up to a maximum of EUR350,000,000 in aggregate principal amount (the"Maximum Acceptance Amount") but reserves the right to accept any amount ofNotes validly tendered in the Offer greater than the Maximum Acceptance Amount.If the aggregate principal amount of such validly tendered Notes is greater thanthe Maximum Acceptance Amount and Compass does not decide to accept Notes inexcess thereof, Notes will be accepted by Compass on a pro rata basis in themanner described in the Tender Offer Memorandum. Description of Common Code/ Outstanding Amount Subject Reference Repurchase Spread Range the Notes ISIN Principal to the Offer Rate Amount EUR750,000,0006.00 per cent.Notes due 29May 2009 014836381 EUR750,000,000 Up to Interpolated -1.0 to +2.0 bps (inclusive) EUR350,000,000 2009 in aggregate Mid-Swap principal Rate amount XS0148363814 ABN AMRO Bank N.V., Barclays Bank plc and The Royal Bank of Scotland plc havebeen appointed by Compass as Dealer Managers in relation to the Offer. The Bankof New York has been appointed to act as Tender Agent. Requests for information in relation to the Offer should be directed to: ABN AMRO Bank N.V. Barclays Bank PLC The Royal Bank of Scotland plc 250 Bishopsgate 5 The North 135 Bishopsgate Colonnade London EC2M 4AA Canary Wharf London EC2M 3UR For information by telephone: London E14 4BB For information by telephone: +44 (0)20 7678 3644 For information by +44 (0)20 7085 8056/3781 telephone: Fax: +44 (0)20 7678 3597 +44 (0)20 7773 8575 Fax: +44 (0)20 7085 5510 E-mail: Fax: +44 (0)20 7516 E-mail:[email protected] 8048 [email protected] E-mail: [email protected] Requests for information in relation to the procedures for tendering Notes inthe Offer and the submission of Tender Instructions should be directed to: The Bank of New York 40th Floor One Canada Square London E14 5AL For information by telephone: +44 20 7964 8849 Fax: +44 20 7964 2536 Attention: Sarah Taylor Email: [email protected] OFFER AND DISTRIBUTION RESTRICTIONS The Offer and the distribution of the Tender Offer Memorandum in certainjurisdictions may be restricted by law. Persons into whose possession the TenderOffer Memorandum comes are required by Compass and the Dealer Managers to informthemselves about and to observe any such restrictions. It is the responsibilityof any such person wishing to accept the Offer to satisfy himself as to the fullobservance of the laws of the relevant jurisdiction in connection therewith andthe compliance with any other necessary formalities. In particular, this notice is not for distribution in the United States, to U.S. persons or to persons in the Republic of Italy or to Italian persons. Compass Group is the world's largest foodservice company with annual revenue ofc. £10.8 billion in the year to 30 September 2006. For more information visitwww.compass-group.com. This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
Compass Group