2023 Notes - Notice of Redemption and Cancellation of Listing
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION
FOR IMMEDIATE RELEASE
THIS NOTICE IS IMPORTANT AND REQUIRES THE IMMEDIATE ATTENTION OF THE NOTEHOLDERS
If the Noteholders are in any doubt about the contents of this notice or the action they should take they should consult a person authorised under the Financial Services and Market Act 2000 to advise on the Notes such as their stockbroker, solicitor, tax adviser, accountant or other financial adviser.
WILLIAM HILL LIMITED (FORMERLY KNOWN AS WILLIAM HILL PLC)
(a company incorporated under the laws of England and Wales with company number 04212563, whose registered office is at 1 Bedford Avenue, London WC1B 3AU (the “Issuer”))
NOTICE OF REDEMPTION AND CANCELLATION OF LISTING
£350,000,000 4.875 per cent. Guaranteed Notes due 2023 (the “Notes”)
Common Code: 141254766/ISIN: XS1412547660
Pursuant to Condition 7(d) of the terms and conditions of the Notes (as amended, amended and restated, supplemented and/or otherwise modified from time to time, the “Conditions”), notice is hereby irrevocably given to the holders of the Notes (the “Noteholders”) that on 8 August 2022 (the “Redemption Date”) the Issuer will redeem all of the outstanding Notes at the greater of the following (the "Redemption Price") together with interest accrued to but excluding the Redemption Date: (A) the principal amount outstanding of the Notes; and (B) the price, expressed as a percentage, at which the Gross Redemption Yield on the Notes (if the Notes were to remain outstanding to their original maturity) on the second business day in London prior to the Redemption Date (the "Calculation Date") is equal to (x) the Gross Redemption Yield at 3.00 p.m. (London time) on that date of the 2.25 per cent. Treasury Stock due September 2023 (or, where such financial adviser advises the Issuer and the Trustee that, for reasons of illiquidity or otherwise, such stock is not appropriate for such purpose, such other government stock as such financial adviser may recommend) plus (y) 0.50 per cent. The Issuer has appointed Conv-Ex Advisors Limited to act as such financial adviser as aforesaid.
The Issuer will provide notice to the Noteholders of the Redemption Price following the determination of the same by the financial adviser appointed by the Issuer and approved by the Trustee.
Noteholders should look to the relevant clearing systems through which their Notes are held for repayment.
The Issuer will request the Financial Conduct Authority (the "FCA") to cancel the listing of the Notes on the Official List of the FCA and the London Stock Exchange (the "Exchange") to cancel the admission to trading on the regulated market of the Exchange as soon as practicable after the Redemption Date.
Terms not otherwise defined herein shall have the meaning given to them in the trust deed dated 27 May 2016 between, among others, the Issuer and The Law Debenture Trust
Corporation p.l.c (the “Trustee”) (as amended, amended and restated, supplemented and/or otherwise modified from time to time, the “Trust Deed”), copies of which are available for inspection at the specified offices of the Paying Agents.
Tel: +44 207 612 3212
Tel: +44 7801 887 683