Tender offer for the outstanding Coca-Cola HBC Finance PLC euros 625,000,000 5.25% notes due 2006 - Coca-Cola HBC intends to issue new Euro denominated notes through its subsidiary Coca-Cola HBC Finance B.V.
The purpose of the transactions is to reduce the quantity of debt maturing in 2006, extend the maturity profile of Coca-Cola HBC and its subsidiaries and raise cost effective longer term funding.
Cash Offer for Coca-Cola HBC Finance PLC euros 625,000,000 5.25% notes due 2006 Coca-Cola HBC Finance PLC is making an offer to purchase for cash (the Cash Offer) any and all of the outstanding euros 625,000,000 5.25% notes due 2006 (the 'Notes') (as at the date hereof, euros 555,000,000 principal amount of the Notes are outstanding).
The details of the Cash Offer as described below, are subject to the terms and conditions set out in an Information Memorandum (the 'Information Memorandum') dated 23 June 2004. The Dealer Manager in relation to the Cash Offer for the Notes is Credit Suisse First Boston.
New issue of Euro denominated notes
Coca-Cola HBC has mandated Credit Suisse First Boston and HSBC to act as joint bookrunners, and Alpha Bank, EFG Eurobank and National Bank of Greece to act as joint-lead managers for the issue of new Euro denominated notes for Coca-Cola HBC Finance B.V. under Coca-Cola HBC's Euro Medium Term Note Programme. Coca-Cola HBC intends to hold meetings with fixed income investors and price the transaction following these meetings, subject to market conditions.
Proceeds of the new issue will be used to finance the Cash Offer and to refinance short-term debt.
Details of Cash Offer for the Notes
Coca-Cola HBC Finance PLC invites holders of the Notes to tender their notes up to 16:00 hours, London time, on 7 July 2004. Tenders must be made in the manner specified in the Information Memorandum. The purchase price for the Notes will be based on the yield of the Benchmark Swap plus a Tender Spread of zero percent (see below). The Benchmark Swap will be the middle market yield of the 2 year Euro swap rate as reported on Bloomberg page
Outstanding principal amount Interest rate Maturity of Note Benchmark Swap Rate
euros 555,000,000 5.25% 27 June 2006 The middle market 2-year euro swap rate on Bloomberg page
Tender Spread 0.00%
Further information
Additional information concerning the terms and conditions of the Cash Offer will be found in the Information Memorandum and notices in The Luxembourg Wort and The Financial Times (UK and European editions).
Copies of the Information Memorandum, including all questions relating to mechanics may be obtained by contacting the Tender Agent: (Deutsche Bank AG) Telephone: +44 (0) 207 547 5000 Facsimile: +44 (0) 207 547 5001 Attention: Trust & Securities Services and (Deutsche Bank Luxembourg S.A) Telephone: +352 421 22 460 Facsimile: +352 421 22 426. For information regarding the terms and conditions of the Cash Offer for the Notes please contact the Dealer Manager (Credit Suisse First Boston) Telephone: +44 (0) 2 07 883 6748 or Facsimile: +44 (0) 207 890 2367 Attention: Andrew Karsh, Liability Management Desk.
This announcement is not an offer to purchase, a solicitation of an offer to purchase, or a solicitation of an offer to sell securities.
The Cash Offer for the Notes and the offer of new Euro denominated notes are not being made (i) within Japan, Canada, Australia or the United States, (ii) to U.S. persons (as defined in Regulation S of the U.S. Securities Act of 1933, (the 'Securities Act') or (iii) to any resident of Japan, Canada or Australia. Under no circumstances shall the Information Memorandum constitute an offer to sell debt securities or the solicitation of an offer to buy or subscribe for debt securities in any jurisdiction in wh ich such offer or solicitation of an offer is unlawful.
This communication is directed only at persons who are (i) outside the United Kingdom or (ii) have professional experience in matters relating to investments or (iii) are persons falling within Article 43 of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2001 (all such persons together referred to as 'relevant persons'). This communication must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this communication r elates is available only to relevant persons and will be engaged in only with relevant persons.
The Information Memorandum has not been submitted to the clearance procedure of the Commissione Nazionale per le Societ? e la Borsa (CONSOB) and may not be used in connection with the Cash Offer in the Republic of Italy. Accordingly, Noteholders are hereby notified that, to the extent such Noteholders are Italian residents or are located in Italy, the Cash Offer is not available to them and, as such, any Note Instructions or any other acceptance instruction in whatever form received from such persons shal l be void. The Cash Offer and the offer of new Euro denominated notes are not being made and will not be made directly or indirectly in, or by use of the mails of, or by any means or instrumentality of interstate or foreign commerce of, or any facilities of a national securities exchange of, the United States of America. This includes, but is not limited to, facsimile transmission, electronic mail, telex, telephone and the internet. Accordingly, copies of this announcement and any related offering documents are not being, and must not be, mailed or otherwise transmitted or distributed in or into the United States. Any purported acceptance of the Cash Offer resulting directly or indirectly from a violation of these restrictions will be invalid.
This announcement is not an offer of securities for sale in the United States of America. Securities may not be offered or sold in the United States of America absent registration or an exemption from registration. The new Euro denominated notes to be issued have not been, and will not be, registered under the United States Securities Act of 1933, as amended, or the securities laws of any State or other jurisdiction of the United States and may not be offered, sold or delivered, directly or indirectly, i n the United States.
Coca-Cola HBC is one of the world's largest bottlers of products of The Coca-Cola Company and has operations in 26 countries serving a population of more than 500 million people. CCHBC shares are listed on the Athens Exchange (ATHEX: EEEK), with secondary listings on the London (LSE: CCB) and Australian (ASX: CHB) Stock Exchanges. CCHBC?s American Depositary Receipts (ADRs) are listed on the New York Stock Exchange (NYSE: CCH).