Regulatory News:
Press Release - Paris, 21 October 2011
Not for distribution directly or indirectly in the United States,
Canada or Japan.
The distribution of this document in certain jurisdictions may be
restricted by law. Persons into whose possession this document comes are
required to inform themselves about and to observe any such restrictions.
This press release does not constitute an offer or an invitation to
apply to purchase or subscribe to any securities either in the United
States or in any other country. Securities may not be offered,
subscribed to or sold in the United States unless they are registered or
exempt from registration under the U.S. Securities Act of 1933, as
amended. Pernod Ricard does not intend to register the offer detailed in
this press release, in whole or in part, in the United States, and nor
does it intend to carry out any public offer in the United States.
Amount: US$ 1.5 billion
Final maturity: January 15, 2022
Settlement:
October 25, 2011
Format: Fixed rate
Coupon: 4.45%
Reoffer
price: 99.746%
Margin over benchmark Treasury: +230 basis points
Reg
S Notes: CUSIP F7061BAL4; ISIN USF7061BAL48
Rule 144A Notes: CUSIP
714264AD0 ; ISIN US714264AD02
Pernod Ricard (Paris:RI), whose long-term senior debt is rated Baa3 by
Moody’s, BBB- by Standard & Poor’s and BB+ by Fitch, carried out
Thursday 20 October a U.S. dollar denominated bond issuance by way of a
private placement to institutional investors.
This transaction was highly successful, generating orders in excess of
US$ 5.5 billion, allowing the Group to benefit from very favorable
funding conditions, diversify its sources of financing and extend the
maturity profile of its debt.
Gilles Bogaert, Managing Director in charge of Finance, stated: "We
are very pleased with the outcome of this bond issue, which was carried
out with particularly attractive financial conditions, only a few weeks
after the Group’s rating was upgraded to ‘investment grade’ by both
Moody’s and Standard & Poor’s. It is in keeping with a proactive
management of our financing, particularly in US dollars, which has led
to a reduction in bank funding to less than 45% of our debt.”
The net proceeds of the issuance will be used to repay portion of loans
under the syndicated credit agreement.
J.P. Morgan, Barclays Capital Inc., Banco Bilbao Vizcaya Argentaria
S.A., Deutsche Bank Securities Inc., HSBC Securities (USA) Inc. and
Natixis Securities Americas LLC acted as lead managers for this bond
issuance.
About Pernod Ricard
Pernod Ricard is the world’s co-leader in wines and spirits with
consolidated sales of € 7,643 million in 2010/11. Created in 1975 by the
merger of Ricard and Pernod, the Group has undergone sustained
development, based on both organic growth and acquisitions: Seagram
(2001), Allied Domecq (2005) and Vin & Sprit (2008).
Pernod Ricard holds one of the most prestigious brand portfolios in
the sector: ABSOLUT Vodka, Ricard pastis, Ballantine’s, Chivas Regal,
Royal Salute and The Glenlivet Scotch whiskies, Jameson Irish whiskey,
Martell cognac, Havana Club rum, Beefeater gin, Kahlúa and Malibu
liqueurs, Mumm and Perrier-Jouët champagnes, as well Jacob’s Creek,
Brancott Estate (formerly Montana), Campo Viejo and Graffigna wines.
Pernod Ricard employs a workforce of nearly 18,000 people and
operates through a decentralised organisation, with 6 "Brand Companies”
and 70 "Market Companies” established in each key market. Pernod Ricard
is strongly committed to a sustainable development policy and encourages
responsible consumption.
Pernod Ricard’s strategy and ambition are based on 3 key values that
guide its expansion: entrepreneurial spirit, mutual trust and a strong
sense of ethics.
Pernod Ricard is listed on the NYSE Euronext exchange (Ticker: RI;
ISIN code: FR0000120693) and is a member of the CAC 40 index.
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Pernod Ricard financial calendar
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- 15 November 2011
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Annual General Meeting for the 2010/11 financial year
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- 16 February 2012
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2011/12 half-year sales and results
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- 26 April 2012
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2011/12 third quarter sales
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IMPORTANT NOTICE
NO COMMUNICATION AND NO INFORMATION IN RESPECT OF THE OFFERING BY
PERNOD RICARD OF THE BONDS MAY BE DISTRIBUTED TO THE PUBLIC IN ANY
JURISDICTION WHERE A REGISTRATION OR APPROVAL IS REQUIRED. NO STEPS HAVE
BEEN OR WILL BE TAKEN IN ANY JURISDICTION WHERE SUCH STEPS WOULD BE
REQUIRED. THE OFFERING OR SUBSCRIPTION OF THE BONDS MAY BE SUBJECT TO
SPECIFIC LEGAL OR REGULATORY RESTRICTIONS IN CERTAIN JURISDICTIONS.
PERNOD RICARD TAKES NO RESPONSIBILITY FOR ANY VIOLATION OF ANY SUCH
RESTRICTIONS BY ANY PERSON.
THIS ANNOUNCEMENT DOES NOT, AND SHALL NOT, IN ANY CIRCUMSTANCES
CONSTITUTE A PUBLIC OFFERING NOR AN INVITATION TO THE PUBLIC IN
CONNECTION WITH ANY OFFER IN ANY JURISDICTION.
THIS ANNOUNCEMENT IS NOT A PROSPECTUS WITHIN THE MEANING OF DIRECTIVE
2003/71/EC OF THE EUROPEAN PARLIAMENT AND THE COUNCIL OF NOVEMBER 4,
2003 (AS IMPLEMENTED IN EACH MEMBER STATE OF THE EUROPEAN ECONOMIC AREA,
THE "PROSPECTUS DIRECTIVE”).
WITH RESPECT TO THE MEMBER STATES OF THE EUROPEAN ECONOMIC AREA THAT
HAVE IMPLEMENTED THE PROSPECTUS DIRECTIVE (EACH, A "RELEVANT MEMBER
STATE”), NO ACTION HAS BEEN UNDERTAKEN OR WILL BE UNDERTAKEN TO MAKE AN
OFFER TO THE PUBLIC OF THE BONDS REQUIRING A PUBLICATION OF A PROSPECTUS
IN ANY RELEVANT MEMBER STATE. AS A RESULT, THE BONDS MAY ONLY BE OFFERED
IN RELEVANT MEMBER STATES:
(A) TO QUALIFIED INVESTORS (AS DEFINED BY THE PROSPECTUS DIRECTIVE,
AND INCLUDING THE AMENDMENT TO DIRECTIVE 2010/73/EU AS FAR AS THIS
AMENDMENT HAS BEEN ADOPTED BY THE RELEVANT MEMBER STATE); OR
(B) IN ANY OTHER CIRCUMSTANCES, NOT REQUIRING PERNOD RICARD TO
PUBLISH A PROSPECTUS AS PROVIDED UNDER ARTICLE 3(2) OF THE PROSPECTUS
DIRECTIVE.
THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO SELL, OR A
SOLICITATION OF OFFERS TO PURCHASE OR SUBSCRIBE FOR SECURITIES IN THE
UNITED STATES. THE SECURITIES REFERRED TO HEREIN HAVE NOT BEEN AND WILL
NOT BE REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE
"SECURITIES ACT”) AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATUS,
OR TO OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS (AS DEFINED IN
REGULATION S UNDER THE SECURITIES ACT), ABSENT REGISTRATION OR AN
APPLICABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS UNDER THE
SECURITIES ACt.
Pernod Ricard does not intend to register any
portion of the proposed offering in the United States nor to conduct a
public offering of securities in the United States.
