Veolia Announces Pricing Terms of Tender Offer

Veolia Environnement S.A. announced the pricing terms of its previously announced offer to purchase for cash (the tender offer) up to $100 million aggregate principal amount of its 6.750 percent notes due 2038. The offer to purchase dated November 26 sets forth in further detail the terms and conditions of the tender offer.

On December 10, $162,422,000 aggregate principal amount of the outstanding 2038 notes were validly tendered and not withdrawn.

The table below sets forth the yield to maturity (reference yield), corresponding to the bid-side price of the U.S. Treasury reference security listed below (reference security) and the total consideration per $1,000 principal amount of 2038 notes assuming settlement on the applicable settlement date.

The tender offer will expire at 5 p.m. ET on January 3, 2020, unless extended or earlier terminated. However, because holders of 2038 notes validly tendered and did not validly withdraw 2038 notes on or prior to the early participation date for which the aggregate principal amount exceeds the maximum tender amount, the company will not accept for purchase any 2038 notes tendered after the early participation date. The company's obligation to accept the 2038 notes tendered in the tender offer is subject to the terms and conditions described in the offer to purchase.

The final settlement date is expected to occur on January 7, 2020, subject to all conditions to the tender offer having been satisfied or waived by Veolia.

Holders of 2038 notes that are validly tendered and not validly withdrawn on or prior to the early participation date and accepted for purchase will receive the total consideration for their 2038 notes as set forth in the table above, together with accrued and unpaid interest on such 2038 notes from the last interest payment date, but not including, the applicable settlement date, which will be payable on the applicable settlement date.

Completion of the tender offer is subject to a number of conditions, including the absence of any adverse legal and market developments. Veolia may waive certain of these conditions or extend, terminate or otherwise amend the tender offer.