William Hill : Announces Results of its Tender Offer

William Hill PLC Announces Results of its Tender Offer

for its £375,000,000 4.250 per cent. Guaranteed Notes due 2020

THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT QUALIFIED OR MAY HAVE QUALIFIED AS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) 596/2014.

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES OF AMERICA, 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 OF AMERICA OR THE DISTRICT OF COLUMBIA OR IN OR INTO ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS ANNOUNCEMENT

30 April 2019. William Hill PLC (the Company) announces today the results of its invitation to holders of its £375,000,000 4.250 per cent. Guaranteed Notes due 2020 (ISIN: XS0941604307) (the Notes) to tender such Notes for purchase by the Company for cash (the Offer).

The Offer was announced on 23 April 2019 and was made on the terms and subject to the conditions contained in the tender offer memorandum dated 23 April 2019 (the Tender Offer Memorandum) prepared by the Company. Capitalised terms used in this announcement but not defined have the meanings given to them in the Tender Offer Memorandum.

The Expiration Deadline for the Offer was 4.00 p.m. (London time) on 29 April 2019. As at the Expiration Deadline, £170,172,000 in aggregate principal amount of the Notes were validly tendered for purchase pursuant to the Offer.

The Company announces that, subject to satisfaction or waiver of the New Financing Condition on or prior to the Settlement Date, it has decided to accept for purchase all Notes validly tendered pursuant to the Offer, at a cash purchase price equal to 103.000 per cent. of the principal amount of the relevant Notes, together with an Accrued Interest Payment.

A summary of the final results of the Offer appears below:

Description of the Notes	ISIN / Common Code	Purchase Price	Principal Amount of Notes accepted for purchase*
£375,000,000 4.250 per cent. Guaranteed Notes due 2020	XS0941604307 / 094160430	103.000 per cent.	£170,172,000
* Subject to satisfaction or waiver of the New Financing Condition on or prior to the Settlement Date.

Subject to satisfaction or waiver of the New Financing Condition on or prior to such date, settlement of the purchase of the relevant Notes pursuant to the Offer is expected to take place on 1 May 2019. Notes purchased by the Company pursuant to the Offer are expected to be cancelled and will not be re-issued or re-sold. Following settlement of the Offer, £204,828,000 in aggregate principal amount of the Notes will remain outstanding.

As announced by the Company on 26 April 2019, the New Notes launched and priced on 26 April 2019. The New Notes are expected to be issued on or about 1 May 2019 and, where that is the case, the New Financing Condition would be satisfied on the issue date.

Barclays Bank PLC(Telephone: [phone]; Attention: Liability Management Group; Email:[e-mail]), Lloyds Bank Corporate Markets plc(Telephone: [phone]/1719; Attention: Liability Management; Email:[e-mail]) and NatWest Markets Plc(Telephone: [phone]; Attention: Liability Management; Email:[e-mail]) are acting as Dealer Managers for the Offer and Citibank, N.A., London Branch(Telephone: [phone]; Attention: Exchange Team; Email:[e-mail]) is acting as Tender Agent.

This announcement is released by William Hill PLC and contains information that qualified or may have qualified as inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 (MAR), encompassing information relating to the Offer described above. For the purposes of MAR and Article 2 of Commission Implementing Regulation (EU) 2016/1055, this announcement is made by Balbir Kelly-Bisla, Company Secretary at William Hill PLC.

-ends-

Enquiries:

Balbir Kelly-Bisla

Company Secretary

William Hill PLC

LEI: 213800MDW41W5UZQIX82

DISCLAIMER This announcement must be read in conjunction with the 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 Tender Offer Memorandum in certain jurisdictions may be restricted by law. Persons into whose possession this announcement and/or the Tender Offer Memorandum come(s) are required by each of the Company, William Hill Organization Limited or WHG (International) Limited in their capacity as guarantors of the Notes, the Dealer Managers and the Tender Agent to inform themselves about, and to observe, any such restrictions.