Banco Bil.Viz.Argent BVA Non-Consent Securities: Results

  Banco Bil.Viz.Argent (BVA) - Non-Consent Securities: Results

RNS Number : 7987P
Banco Bilbao Vizcaya Argentaria SA
29 October 2012
 

 

 

 

NOT FOR  RELEASE, PUBLICATION  OR DISTRIBUTION  IN OR  INTO OR  TO ANY  PERSON 
LOCATED OR  RESIDENT IN  THE UNITED  STATES, ITS  TERRITORIES AND  POSSESSIONS 
(INCLUDING PUERTO RICO, THE  U.S. VIRGIN ISLANDS,  GUAM, AMERICAN SAMOA,  WAKE 
ISLAND AND THE NORTHERN  MARIANA ISLANDS), ANY STATE  OF THE UNITED STATES  OR 
THE DISTRICT OF COLUMBIA  OR TO ANY  PERSON LOCATED OR  RESIDENT IN ANY  OTHER 
JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THE TENDER OFFER MEMORANDUM

                                       

Banco  Bilbao  Vizcaya  Argentaria,  S.A.("BBVA"),  in  compliance  with   the 
Securities Market legislation, hereby communicates the following:

 

                                RELEVANT EVENT

 

BBVA informs of the results of  the invitations to holders of the  outstanding 
lower tier 2 securities of  each of the series  detailed in the annexed  table 
which do not  require previous  consent from the  corresponding syndicates  of 
Securityholders, which were  placed among qualified  investors, both  national 
and  international  ("Spanish  Securities"  and  "International   Securities", 
jointly the "Non-Consent Securities")  to tender their Non-Consent  Securities 
for purchase by BBVA for cash (the "Invitations").

 

The Invitations expired at 17:00 (CET) on 26 October 2012.

 

BBVA has decided, in compliance with the terms of the Tender Offer  Memorandum 
and the Consent and Tender Offer  Memorandum, both dated 11 October 2012  (the 
"Tender Offer Memorandums"), to accept the purchase of Non-Consent  Securities 
in a total outstanding amount of approximately 691.7 million Euros  (including 
the Euro equivalent amount of the securities denominated in other  currencies) 
(the annexed table includes the relevant  amount for each series). No  Scaling 
Factor has been applied to the Non-Consent Securities accepted for purchase by
BBVA. The  settlement  of  the  purchase  of  the  Non-Consent  Securities  is 
envisaged to take place on 2 November 2012.

 

BBVA estimates that the purchase of the Non-Consent Securities will result  in 
capital gains of 107 million Euros.

 

BBVA, Morgan Stanley  & Co. International  plc and UBS  Limited have acted  as 
Dealer Managers to the  Invitation. Lucid Issuer  Services Limited, acting  as 
Tender  Agent,  will  communicate  today  to  (in  the  case  of  the  Spanish 
Securities) the  Accountholders  and  (as requested  by  the  relevant  Direct 
Participant,  in  the  case  of  the  International  Securities)  the   Direct 
Participants which offers have been accepted and which have not been accepted.
For any further information, please contact the Tender Agent at the  following 
email address: www.lucid-is.com/bbva /  +44 (0)  20 7704  0880, Attention  of: 
David Shilson / Paul Kamminga.

 

The results of the  acceptance for the purchase  of Non-Consent Securities  by 
BBVA, which Purchase Price has been determined pursuant to an unmodified Dutch
auction process, are those  set out in the  annexed table. For any  additional 
information on the Invitations, please check the Tender Offer Memorandums.

 

Regarding  the  Obligaciones   Subordinadas  Octubre  2004   series  and   the 
Obligaciones Subordinadas Febrero 2007 series (the "Consent Securities"),  the 
term for  the presentation  of offers  to sell  such Consent  Securities  also 
expired at 17:00  (CET) on 26  October 2012. However,  the acceptance of  such 
offers is still pending satisfaction of the requirement of previous consent by
the corresponding syndicates of Securityholders pursuant to the provisions  of 
the Consent and Tender Offer Memorandum.

 

Capitalised terms used in  this announcement but not  defined herein have  the 
meaning given to them in the Tender Offer Memorandums dated 11 October 2012.

 

                                                       Madrid, 29 October 2012

 

 

DISCLAIMER This announcement must be read in conjunction with the Tender Offer
Memorandums. No offer or  invitation to acquire any  securities is being  made 
pursuant to this announcement. The  distribution of this announcement and  the 
Tender Offer Memorandums in  certain jurisdictions may  be restricted by  law. 
Persons  into  whose  possession  this  announcement  and/or  a  Tender  Offer 
Memorandum comes are  required by each  of BBVA, the  Dealer Managers and  the 
Tender  Agent  to  inform   themselves  about,  and   to  observe,  any   such 
restrictions.

                                    ANNEX

                               NON-CONSENT SECURITIES
                                                                       Total Purchase
                                           Aggregate                   Price paid for
                                          Outstanding       Series       the Series
   Issuer        Series         ISIN       Principal      Acceptance     Acceptance
                                             Amount         Amount         Amount
                                                                         (excluding
                                                                         interest)
                                 SPANISH SECURITIES
BANCO BILBAO  €125,000,000
  VIZCAYA     Obligaciones  ES0213211115  €125,000,000        -              -
ARGENTARIA,  subordinadas,
    S.A.       Marzo 2008
BANCO BILBAO  €100,000,000
  VIZCAYA     Obligaciones  ES0213211131  €100,000,000        -              -
ARGENTARIA,  subordinadas,
    S.A.       Julio 2008
                              INTERNATIONAL SECURITIES
BBVA Global   €73,000,000
  Finance,     Fixed Rate   XS0060505228  €73,000,000    €12,970,000    €12,970,000
    Ltd.     Notes due 2015
BBVA Global       JPY
  Finance,   10,000,000,000 XS0061194840      JPY             -              -
    Ltd.       Fixed Rate                10,000,000,000
             Notes due 2015
BBVA Global   €40,000,000
  Finance,     Fixed Rate   XS0137037361  €40,000,000    €30,000,000    €30,000,000
    Ltd.      Notes due 10
              October 2016
BBVA Global   €50,000,000
  Finance,    Subordinated  XS0137317995  €50,000,000     €3,900,000     €3,237,000
    Ltd.     Floating Rate
             Notes due 2016
BBVA Global   €55,000,000
  Finance,    Subordinated  XS0138158281  €55,000,000     €1,600,000     €1,328,000
    Ltd.     Floating Rate
             Notes due 2016
BBVA Global   €56,000,000
  Finance,    Subordinated  XS0139561467  €56,000,000         -              -
    Ltd.     Floating Rate
             Notes due 2016
    BBVA      €250,000,000
Subordinated Floating Rate
  Capital,   Notes due 2017 XS0231329664  €231,150,000   €172,700,000   €167,519,000
   S.A.U.    (Callable: 20
             October 2012)
              £250,000,000
    BBVA        Callable
Subordinated  Subordinated
  Capital,   Step-Up Notes  XS0289655598  £250,000,000   £199,800,000   £179,820,000
   S.A.U.    due March 2018
             (Callable: 11
              March 2013)
    BBVA      €20,000,000
Subordinated   Fixed Rate
  Capital,    Subordinated  XS0376074364  €20,000,000         -              -
   S.A.U.     Notes due 22
               July 2018
              €150,000,000
             Floating Rate
    BBVA      Subordinated
Subordinated    Callable    XS0230662628  €129,700,000   €26,550,000    €20,310,750
  Capital,   Step-Up Notes
   S.A.U.       due 2020
             (Callable: 13
             October 2015)
    BBVA      €100,000,000
Subordinated  Subordinated
  Capital,     CMS Linked   XS0291892262  €100,000,000        -              -
   S.A.U.      Notes due
               April 2022
              €50,000,000
    BBVA     Fixed Rate to
Subordinated   Inflation    XS0361684391  €50,000,000         -              -
  Capital,       Linked
   S.A.U.     Subordinated
             Notes due 2023
                  JPY
             20,000,000,000
    BBVA     2.75 per cent.                                                 JPY
Subordinated   Fixed Rate   XS0231345942      JPY            JPY
  Capital,     Notes due                 20,000,000,000 20,000,000,000 16,000,000,000
   S.A.U.     October 2035
             (Callable: 22
             October 2015)

 

                     This information is provided by RNS
           The company news service from the London Stock Exchange
 
END
 
 
PDIUKUKRUBARUAA -0- Oct/30/2012 07:00 GMT