NOT FOR DISTRIBUTION TO ANY U.S.PERSON OR ITALIAN PERSON OR TO ANY PERSON OR ADDRESS IN THE UNITED STATES OR ITALY (SEE FULL OFFER RESTRICTIONS BELOW)
Cadbury Schweppes today announces that the pricing of its repurchase of £322.8 million of its outstanding £400 million 4.875% Guaranteed Notes due 2010 (the "Notes") is 99.673%. Details of the repurchase Invitation are set out in the Invitation Memorandum dated 1 March 2006 (the "Invitation Memorandum").
Invitation Details
The final results of the Invitation are as follows.
| CommonCode/ISINNumber of the Notes |
Principal Amount accepted for purchase |
Reference Bond |
Final Tender Spread |
Purchase Price |
| 017301209/XS0173012096 |
GBP 322,849,000 |
4.75 per cent. UK Treasury Gilt due 7 June 2010
(ISIN: GB00B0330274 Common Code: 020601388) |
48bp |
99.673% |
Key Dates
| Event |
Date/Time |
| Anticipated Settlement Date |
March 14, 2006 |
JPMorgan Cazenove is acting as Lead Dealer Manager. JPMorgan Chase Bank is acting as Tender Agent. HSBC and RBS are acting as Co-Dealer Managers on this transaction.
Requests for all information in relation to the Invitation should be directed to the Lead Dealer Manager:
Lead Dealer Manager
J.P. Morgan Securities Ltd.
125 London Wall
London EC2Y 5AJ
Attention: Liability Management - John Cavanagh
Email: john.cavanagh@jpmorgan.com
Tel: +44 (0) 20 7742 7506
Requests for information in relation to the offering to sell procedures should be directed to:
The Tender Agent
JPMorgan Chase Bank
N.A. Trinity Tower
9 Thomas More Street
London E1W 1YT
Attention: Edmond Leedham
Email: edmond.f.leedham@jpmorgan.com
Tel: +44 (0) 20 7777 9458
About Cadbury Schweppes
Cadbury Schweppes is the world's largest confectionery company and has a strong regional presence in beverages in North America and Australia. With origins stretching back over 200 years, today Cadbury Schweppes' products - which include brands such as Cadbury, Schweppes, Halls, Trident, Dr Pepper, Snapple, Trebor, Dentyne, Bubblicious and Bassett - are enjoyed in almost every country around the world. The Group employs over 55,000 people.
Disclaimer
This press release does not constitute, or form part of, an offer to buy or the invitation of any offer to sell any securities in any jurisdiction nor shall it (or any part of it), or the fact of its distribution, form the basis of or be relied on in connection with any contract therefore. No indications of interest in the Invitation is sought by this press release. The Invitation is not being made to, and no offer to sell will be accepted from, or on behalf of, holders of securities in any jurisdiction in which the Invitation is unlawful.
This release must be read in conjunction with the Invitation Memorandum. This release and the Invitation Memorandum contain important information, which should be read carefully before any decision, is made in relation to the Invitation. If you are in any doubt as to the contents of this release or the Invitation Memorandum or the action you should take, you are recommended to seek your own financial advice immediately from your stockbroker, bank manager, solicitor, accountant or other independent financial adviser authorised under the Financial Services and Markets Act 2000, or from another appropriately authorised independent financial adviser.
Offer Restrictions
United Kingdom
The communication of the Invitation Memorandum is not being made, and the Invitation Memorandum has not been approved, by an authorised person for the purposes of section 21 of the Financial Services and Markets Act 2000. Accordingly, the Invitation Memorandum is not being distributed to, and must not be passed on to, the general public in the United Kingdom. Rather, the communication of the Invitation Memorandum as a financial promotion is only being made by Cadbury Schweppes or the Lead Dealer Manager to, and is directed only at: (a) persons outside the United Kingdom; (b) those persons falling within the definition of Investment Professionals (contained in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order")) or within Article 43 of the Order, or other persons to whom it may lawfully be communicated in accordance with the Order; or (c) any person to whom it may otherwise lawfully be made (such persons together being "relevant persons").
United States
The Invitation is not being made, directly or indirectly, in or into, or by use of the mails, or by any means or instrumentality (including, without limitation: facsimile transmission, telex, telephone, e-mail and other forms of electronic transmission) of interstate or foreign commerce, or of any facility of a national securities exchange of the United States, and Notes may not be offered for sale by any such use, means, instrumentality or facility from or within the United States. Accordingly, copies of the Invitation Memorandum and any related documents are not being and must not be mailed, forwarded, sent, transmitted or otherwise distributed in, into or from the United States (including without limitation by any custodian, nominee, trustee or agent) and persons receiving the Invitation Memorandum must not distribute, forward, mail, transmit or send it or any related documents in, into or from the United States. Offers to sell made by a resident of the United States, any agent, fiduciary or other intermediary acting on a non-discretionary basis for a principal giving instructions from within the United States or any U.S. person will not be accepted.
Italy
The Invitation is not being made in the Republic of Italy. The Invitation and the Invitation Memorandum have not been submitted to the clearance procedure of the Commissione Nazionale per le Società e la Borsa (CONSOB) pursuant to Italian laws and regulations. Accordingly, Noteholders are hereby notified that, to the extent such Noteholders are Italian residents and/or persons located in the Republic of Italy, the Invitation is not available to them and they may not submit for offers to sell Notes in any Invitation and, as such, any offers to sell received from or on behalf of such persons shall be ineffective and void. Neither the Invitation Memorandum nor any other invitation material relating to the Invitation, or the Notes may be distributed or made available in the Republic of Italy.
Belgium
In Belgium, the Invitation will not, directly or indirectly, be made to, or for the account of, any person other than to professional or institutional investors referred to in article 3,2° of the Belgian royal decree of 7 July 1999 on the public character of financial operations (the "Public Decree"), each acting on their own account. The Invitation Memorandum has not been and will not be submitted to nor approved by the Belgium Banking, Finance and Insurance Commission (Commission Bancaire, Financière et des Assurances/Commissie voor het Bank, Financie en assurantiewezen) and accordingly may not be used in connection with any invitation in Belgium except as may otherwise be permitted by Belgian law.
France
The Invitation Memorandum has not been submitted to the clearance procedures of the Autorité des Marchés Financiers in France. The Invitation does not constitute a public invitation of offers to sell Notes nor a public offering of financial instruments in France. Only providers of investment services relating to portfolio management for the account of third parties and/or qualified investors (investisseurs qualifiés), all as defined in Articles L.411-1, L.411-2 and D.411-1 of the French Code Monétaire et Financier are eligible to offer to sell Notes.