WPP Announces Offer to Exchange SEC-Registered 4.75% Senior Notes due 2021
10 May, 2012
WPP plc (NASDAQ GS: WPPGY) ("WPP") announces an offer (the "Exchange Offer") to provide holders of its unregistered 4.75% Senior Notes due 2021 (the "Old Notes") an opportunity to exchange any and all of their Old Notes for new 4.75% Senior Notes due 2021 (the "New Notes") issued by WPP Finance 2010 and guaranteed by WPP plc and certain of its subsidiaries that have been registered under the Securities Act of 1933, as amended (the "Securities Act").
The terms of the New Notes to be issued in the Exchange Offer are substantially identical to the Old Notes, except that the New Notes will be freely tradable. The New Notes will have the same financial terms as the Old Notes. All untendered Old Notes will continue to be subject to any applicable restrictions on transfer set forth in the Old Notes and in the indenture governing the Old Notes. In general, the Old Notes may not be offered or sold, unless registered under the Securities Act, except pursuant to an exemption from, or in a transaction not subject to, the Securities Act and applicable state securities laws. The Exchange Offer is being made upon the terms and subject to the conditions set forth in the prospectus dated May 10, 2012 (the "Prospectus").
The expiration date for the Exchange Offer is midnight, New York City time, on June 7, 2012, unless extended.
The Exchange Offer is not being made to persons in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. The Prospectus may be obtained free of charge on the website of the U.S. Securities and Exchange Commission at www.sec.gov or may be obtained free of charge from the exchange agent for the Exchange Offer by requesting in writing to, Citibank N.A., London Branch, 13th Floor, Citigroup Centre, Canada Square, London E14 5LB, United Kingdom or by telephone to +44-20-7508-3867.