Banco Bil.Viz.Argent (BVA) - Holders Spanish Consent Securities: Results
RNS Number : 6842R
Banco Bilbao Vizcaya Argentaria SA
21 November 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 CONSENT AND TENDER OFFER
Banco Bilbao Vizcaya Argentaria, S.A.("BBVA"), further to the announcements
dated 11 October 2012 and 29 October 2012, and in compliance with the
Securities Market legislation, hereby communicates the following:
BBVA, given that the conditions precedent have been satisfied (including the
approval by the holders of the Spanish Consent Securities, at the first
meetings of the syndicates of holders, of the amendment of the terms and
conditions of the Spanish Consent Securities, in order to allow for their
repurchase by BBVA) and the deadline for submission of offers under the
Invitation in connection with the Spanish Consent Securities has expired
according to the terms and conditions set out in the Consent and Tender Offer
Memorandum dated 11 October 2012 (the "Consent and Tender Offer Memorandum"),
informs of the results of the invitations to holders of the Spanish Consent
Securities detailed in the annexed table to tender their Spanish 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 and conditions of the Consent
and Tender Offer Memorandum, to accept the purchase of Spanish Consent
Securities in a total outstanding amount of approximately 410.1 million Euros
(the annexed table includes the relevant amount for each series). No Scaling
Factor has been applied to the Spanish Consent Securities accepted for
purchase by BBVA. The settlement of the purchase of the Spanish Consent
Securities is expected to take place on 23 November 2012.
BBVA estimates that the purchase of the Spanish Consent Securities will result
in capital gains of approximately 85 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 the Accountholders which offers have
been accepted and which have not been accepted. For any further information,
please contact the Tender Agent: firstname.lastname@example.org /www.lucid-is.com/bbva
/+44 (0) 20 7704 0880, Attention of: David Shilson / Paul Kamminga.
The results of the acceptances for the purchase of the Spanish Consent
Securities by BBVA, for which the Purchase Prices have 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 Consent and Tender Offer Memorandum.
Capitalised terms used in this announcement but not defined herein have the
meaning given to them in the Consent and Tender Offer Memorandum.
Madrid, 21 November 2012
DISCLAIMER This announcement must be read in conjunction with the Consent and
Tender Offer Memorandum. No offer or invitation to acquire any securities is
being made pursuant to this announcement. The distribution of this
announcement and the Consent and Tender Offer Memorandum in certain
jurisdictions may be restricted by law. Persons into whose possession this
announcement and/or the Consent and 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.
SPANISH CONSENT SECURITIES
Aggregate Price paid
Outstanding Series for the
Issuer Series ISIN Principal Acceptance Series
Amount Amount Acceptance
VIZCAYA subordinadas, ES0213211099 €1,000,000,000 €367,300,000 €317,918,000
ARGENTARIA, Octubre 2004
VIZCAYA subordinadas, ES0213211107 €300,000,000 €42,800,000 €34,923,125
ARGENTARIA, Febrero 2007
This information is provided by RNS
The company news service from the London Stock Exchange
PDIFESFFFFESEEF -0- Nov/21/2012 11:23 GMT
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