Veolia Environnement - Tender Offer (FR) - Launch

VEOLIA ENVIRONNEMENT ANNOUNCES THE LAUNCH OF A TENDER OFFER ON AN OUTSTANDING SERIES OF EUR 600,000,000 HYBRID NOTES AND ITS INTENTION TO ISSUE NEW HYBRID NOTES - FR0013252061

13 NOVEMBER 2023

Full article, incuding disclaimers and offer/distribution restrictions, available via Veolia

Veolia Environnement (the “Company”) announces today the launch of a tender offer (the "Tender Offer") to repurchase any and all of the EUR 600,000,000 Undated Deeply Subordinated Fixed Rate Resettable Notes (ISIN: FR0013252061) (the "Existing Notes"), initially issued by Vigie S.A. (formerly known as Suez S.A.) on 19 April 2017, but for which all rights and obligations in respect thereof were transferred to the Company in October 2022, of which EUR 600,000,000 is currently outstanding, upon the terms and subject to the conditions set out in the tender offer memorandum dated 13 November 2023. The Existing Notes are admitted to trading on the regulated market of Euronext Paris. The tender price payable for the Existing Notes validly submitted for tender and accepted for purchase by the Company has been fixed at 99.75% of the principal amount of the Existing Notes.

In parallel, the Company announces its intention to issue, subject to market conditions, new euro denominated hybrid notes (the “New Notes”) to be offered to qualified investors (including qualifying holders of the Existing Notes who may receive priority on allocation).

The Tender Offer provides qualifying holders with the opportunity to either only sell their holdings of the Existing Notes ahead of the upcoming first optional par redemption date (i.e. 20 January 2024) or to do the same whilst extending their exposure to the Company’s hybrid debt by applying for priority in the allocation of the New Notes.

The completion of the Tender Offer will depend on the pricing of the issue of the New Notes in the sole determination and satisfaction of the Company (or the waiver of this condition by the Company).

The pricing of the New Notes is expected to be announced later today. The New Notes are intended to be admitted to trading on Euronext Paris. It is also expected that the rating agencies will assign the New Notes a rating of BB+/Baa3 (S&P / Moody's) and an equity content of 50%.

The acceptance of any Existing Notes validly tendered for purchase is at the absolute discretion of the Company.

The Tender Offer will commence on 13 November 2023 and will expire at 16:00 hours (CET) on 20 November 2023, unless extended, withdrawn, re-opened or terminated at the sole and absolute discretion of the Company. The results are expected to be announced on 21 November 2023.

The purpose of the Tender Offer as well as the planned issuance of the New Notes is, amongst other things, to proactively manage the Company's stock of hybrid securities."

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****PREVIOUS VEOLIA ENVIRONMENT DEAL BELOW****

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Veolia Environnement Launches Cash Tender Offer to Purchase Any and All of its 6.750% Notes due 2038

"Purpose of the Tender Offer and Source of Funds

The purpose of the Tender Offer is to repurchase any and all of the aggregate $300 million outstanding principal amount of 2038 Notes and thereby reduce Veolia’s outstanding indebtedness and interest expense. 2038 Notes that are accepted in the Tender Offer will be purchased, retired and canceled by Veolia, and will no longer remain outstanding obligations of Veolia. See “The Tender Offer—Purpose of the Tender Offer.

We intend to use cash on hand to purchase the 2038 Notes pursuant to the Tender

Offer. See “Source of Funds.”

Full announcement available via PRNewswire.