Air Liquide Finance - Tender Offer (FR) - Update and Results

Air Liquide Finance announces the indicative Maximum Acceptance Amount, the indicative Series Acceptance Amounts and the indicative Tender Pro-Rating Factors and:

announces the results of the Tender Offer - FR0011951771- FR0013182839 -FR0013505559

14 NOVEMBER 2023

Full announcement including disclaimers and offer restrictions available via Source: Luxse 

announces the results of the Tender Offer

"Under the terms of the Tender Offer, Qualifying Holders (subject to offer restrictions) were invited to tender Notes held by such holders for purchase by the Company for cash up to the Maximum Acceptance Amount, subject to the right of the Company to increase or decrease it at its sole and absolute discretion and subject to the right of the Company not to accept any Notes validly tendered pursuant to the Tender Offer.

The Tender Offer expired at 4 p.m. CET on 13 November 2023.

Final results of the Tender Offer

The Company is pleased to announce hereby the results of the Tender Offer as follows:

a. the final Maximum Acceptance Amount: EUR 300,000,000;

b. principal amount of Notes of each Series validly tendered:

i. 5 June 2024 Notes: EUR 59,200,000;

ii. 13 June 2024 Notes: EUR 48,600,000;

iii. 2 April 2025 Notes: EUR 128,400,000;

c. the Series Acceptance Amounts:

i. 5 June 2024 Notes: EUR 59,200,000;

ii. 13 June 2024 Notes: EUR 48,600,000;

iii. 2 April 2025 Notes: EUR 128,400,000;

d. the Tender Pro-Rating Factor(s):

i. 5 June 2024 Notes: no Tender Pro-Rating Factor will be applied;

ii. 13 June 2024 Notes: no Tender Pro-Rating Factor will be applied;

iii. 2 April 2025 Notes: no Tender Pro-Rating Factor will be applied;

e. the 2 April 2025 Notes Interpolated Mid-Swap Rate: 3.850 per cent.;

f. the 2 April 2025 Notes Tender Price: 96.627 per cent.; and

g. the remaining outstanding amount of Notes of each Series after the Settlement Date:

i. 5 June 2024 Notes: EUR 440,800,000;

ii. 13 June 2024 Notes: EUR 451,400,000;

iii. 2 April 2025 Notes: EUR 371,600,000.

Settlement

The Settlement Date for the Tender Offer is 16 November 2023. All sales pursuant to the Tender Offer will settle through the normal procedures of Euroclear France, Euroclear and Clearstream. On the Settlement Date, the Company shall pay or procure the payment of, to each Qualifying Holder which has validly submitted an Offer to Sell by the Expiration Time, an amount in cash equal to the relevant Tender Consideration in respect of each principal amount of Notes so tendered and delivered by such Qualifying Holder and accepted for purchase by the Company. Payment of the relevant Tender Consideration, by or on behalf of the Company shall fully and finally discharge its obligations to the relevant Qualifying Holders in respect of the Notes validly tendered, delivered and accepted for purchase by the Company pursuant to the Tender Offer. Under no circumstances will any additional interest be payable by the Company to a Qualifying Holder due to any delay in the transmission of funds from the Relevant Clearing System or any other intermediary with respect to such Notes of that Qualifying Holder."

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announces the indicative Maximum Acceptance Amount, the indicative Series Acceptance Amounts and the indicative Tender Pro-Rating Factors

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"The indicative Maximum Acceptance Amount, the indicative Series Acceptance Amounts and the indicative Tender Pro-Rating Factors

The Company announces hereby that:

a. the indicative Maximum Acceptance Amount is set at EUR 300,000,000;

b. the indicative Series Acceptance Amounts pursuant to the Tender Offer is set, respectively, at EUR 59,200,000 for the 5 June 2024 Notes, EUR 48,600,000 for the 13 June 2024 Notes and EUR 128,400,000 for the 2 April 2025 Notes, and

c. no Tender Pro-Rating Factor will be applied to the Notes.

Announcement of the results of the Tender Offer

As soon as practicable after the Pricing Time on 14 November 2023, the Company will announce details of:

a. the final Maximum Acceptance Amount;

b. the relevant Series principal amount of Notes validly tendered;

c. the relevant Series Acceptance Amounts;

d. the relevant Tender Pro-Rating Factor(s), if applicable;

e. the 2 April 2025 Notes Interpolated Mid-Swap Rate and the 2 April 2025 Notes Tender Price; and

f. the remaining outstanding amount of Notes of each Series."

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AIR LIQUIDE FINANCE ANNOUNCES TENDER OFFER - FR0011951771- FR0013182839 -FR0013505559

06 NOVEMBER 2023

Full announcement including disclaimers and offer restrictions available via Source: Luxse

AIR LIQUIDE FINANCE (the “Company”) to the Qualifying Holders of its Notes listed below

EUR 500,000,000 1.875 per cent. Notes due 5 June 2024 (ISIN: FR0011951771) issued by the Company on 5 June 2014, unconditionally and irrevocably guaranteed by L’Air Liquide S.A. and admitted to trading on the Luxembourg Stock Exchange (of which EUR 500,000,000 are currently outstanding) (the “5 June 2024 Notes”)

and/or

EUR 500,000,000 0.75 per cent. Notes due 13 June 2024 (ISIN: FR0013182839) issued by the Company on 13 June 2016, unconditionally and irrevocably guaranteed by L’Air Liquide S.A. and admitted to trading on the Luxembourg Stock Exchange (of which EUR 500,000,000 are currently outstanding) (the “13 June 2024 Notes”)

and/or

EUR 500,000,000 1.000 per cent. Notes due 2 April 2025 (ISIN: FR0013505559) issued by the Company on 2 April 2020, unconditionally and irrevocably guaranteed by L’Air Liquide S.A. and admitted to trading on the Luxembourg Stock Exchange (of which EUR 500,000,000 are currently outstanding) (the “2 April 2025 Notes” and, together with the 5 June 2024 Notes and the 13 June 2024 Notes, the “Notes”)

to tender for purchase for cash their Notes up to a maximum tender amount of €300,000,000 in principal amount, such amount being subject to the right of the Company to increase or decrease it at its sole and absolute discretion and subject, in each case, to the right of the Company not to accept any Notes validly tendered pursuant to the Tender Offer.

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"Rationale for the Tender Offer

The purpose of the Tender Offer, to the extent accepted, is to enable the Company to proactively optimise its funding structure."

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