iliad SA - Tender Offer (FR) - Launch

iliad SA launches a tender offer on its existing bonds maturing in February 2024 and October 2024 and intends to issue new Euro denominated senior unsecured bonds - FR0014001YE4 - FR0013287273

06 DECEMBER 2023

Full announcements, including disclaimers and restrictions available via iliad Group and Luxse

"ANNOUNCES THE LAUNCH OF A TENDER OFFER

TO THE QUALIFYING HOLDERS OF ITS OUTSTANDING

€600,000,000 0.750 PER CENT. BONDS DUE 11 FEBRUARY 2024 (OF WHICH €600,000,000 ARE CURRENTLY OUTSTANDING) (ISIN: FR0014001YE4) AND ADMITTED TO TRADING ON THE LUXEMBOURG STOCK EXCHANGE (THE “FEBRUARY 2024 BONDS”)

AND/OR

€650,000,000 1.500 PER CENT. BONDS DUE 14 OCTOBER 2024 (OF WHICH €650,000,000 ARE CURRENTLY OUTSTANDING) (ISIN: FR0013287273) AND ADMITTED TO TRADING ON THE LUXEMBOURG STOCK EXCHANGE (THE “OCTOBER 2024 BONDS” AND, TOGETHER WITH THE FEBRUARY 2024 BONDS, THE “EXISTING BONDS” AND EACH A “SERIES”)

TO TENDER THEIR EXISTING BONDS FOR PURCHASE BY THE COMPANY FOR CASH, UP TO THE MAXIMUM ACCEPTANCE AMOUNT (AS DEFINED HEREIN) SUBJECT TO THE RIGHT OF THE COMPANY, IN ITS SOLE AND ABSOLUTE DISCRETION, TO INCREASE OR DECREASE SUCH AMOUNT, AND SUBJECT, IN EACH CASE, TO THE RIGHT OF THE COMPANY NOT TO ACCEPT ANY EXISTING BONDS VALIDLY TENDERED PURSUANT TO THE TENDER OFFER, ALL ON THE TERMS AND SUBJECT TO THE CONDITIONS CONTAINED IN THE TENDER OFFER MEMORANDUM."

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"The acceptance of any Existing Bonds of each Series validly tendered for purchase is at the sole and absolute discretion of the Company, and the Company reserves the absolute right not to accept any Existing Bonds of one or both Series validly offered pursuant to the Tender Offer.

Existing Bonds which have not been successfully tendered or not accepted for purchase by the Company pursuant to the Tender Offer will remain outstanding after the Settlement Date.

The Company has announced on the date hereof its intention, subject to market conditions, to issue eurodenominated senior unsecured bonds (the “New Bonds”).

It is intended that Existing Bonds purchased by the Company pursuant to the Tender Offer will be immediately cancelled by the Company and will not be re-issued or re-sold.

The Tender Offer is conditional upon the settlement of the New Bonds on or before the Settlement Date (the “Transaction Condition”). If such Transaction Condition is not satisfied or waived on or prior to the Settlement Date, the Company will announce the termination of the Tender Offer promptly and, in any event, on or prior to the Settlement Date."

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"Rationale of the Tender Offer

The purpose of the Tender Offer is, amongst other things, to proactively manage the Company’s debt profile and to extend its average maturity."

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