AMSTERDAM, July 6, 2026 /PRNewswire/ -- Prosus N.V. (the "Company"), a public company with limited liability (naamloze vennootschap) under the laws of the Netherlands, with its corporate seat (statutaire zetel) in Amsterdam, the Netherlands, is offering to purchase for cash any and all of its outstanding 4.850% Notes due 2027 (the "Any and All Notes") validly tendered on or before the Expiration Date (the "Any and All Tender Offer").
In addition, the Company is offering to purchase for cash its outstanding 3.257% Senior Notes due 2027 (the "Capped Tender Offer Notes") for an aggregate Total Consideration (excluding Accrued Interest) payable in respect of such Capped Tender Offer Notes validly tendered up to the Capped Maximum Amount. The "Capped Maximum Amount" means the amount equal to the aggregate principal amount of the Proposed New Notes Offering (as defined below) less U.S.$614,146,000 (the "Capped Maximum Amount").
The Any and All Notes and the Capped Tender Offer Notes are herein referred to as the "Notes". The offer to purchase the Capped Tender Offer Notes are herein referred to as the "Capped Tender Offer". The Capped Tender Offer together with the Any and All Tender Offer are herein referred to as the "Offers", and each, an "Offer".
The following tables set forth certain information relating to the Offers:
ANY AND ALL TENDER OFFER BY THE COMPANY FOR NOTES LISTED BELOW | ||||||
Title of | CUSIP/ISIN | Principal | Maturity | U.S. | Bloomberg | Fixed |
4.850% | 62856R AD7 /
| U.S.$614,146,000 | July 6, | 4.375% U.S. | PX4 | 50 bps |
CAPPED TENDER OFFER BY THE COMPANY FOR NOTES LISTED BELOW UP TO THE CAPPED MAXIMUM AMOUNT | ||||
Title of Security | CUSIP/ISIN | Principal Amount | Maturity Date | Total |
3.257% Senior Notes | 74365P AG3 /
| U.S.$1,000,000,000 | January 19, 2027 | U.S.$994.50 |
__________________________ | |
Notes: | |
(1) | As at the date of this announcement. |
(2) | The Fixed Spread is equivalent to the spread in the "Optional Redemption" provisions under the Any and All Notes. The Total Consideration for the Any and All Notes will be calculated with reference to the Any and All Notes Maturity Date (being July 6, 2027). |
(3) | Per U.S.$1,000 principal amount. |
The purpose of the Offers, together with the concurrent proposed offering (the "Proposed New Notes Offering") of the new senior notes (the "New Senior Notes") is to proactively manage the Company's debt portfolio and to extend the average maturity profile of the Company's existing debt.