On 20 September 2016, Barclays PLC (the "Offeror")
launched invitations to holders of certain notes set out in the
table below (the "Notes") issued by Barclays Bank PLC to
tender such Notes for purchase by the Offeror (the
"Offers"), subject to applicable offer and distribution
restrictions.
Further to such invitations, the Offeror hereby informs the
Noteholders that the Benchmark Security Rate in respect of the 2026
Notes and the Purchase Price in respect of each Series of Notes
have been calculated in the manner described in the tender offer
memorandum dated 20 September 2016 (the "Tender Offer
Memorandum") and is set out in the table below:
Description of Notes Issuer CUSIP /
ISIN
Aggregate Principal
Amount Outstanding
Purchase Price(1) (%) Subordinated
Floating Rate Notes due 2040 (the "
2040 Notes") Barclays
Bank PLC XS0122679243 €100,000,000 67.50 per cent. 6.125 per
cent. Undated Subordinated Notes (the "
Undated Subordinated
Notes") Barclays Bank PLC XS0145875513 £36,244,000 108.50 per
cent. 6.86 per cent. Callable Perpetual Core Tier One Notes
(the "
Tier One Notes") Barclays Bank PLC 06738CAG4/
XS0155141830/ US06738CAG42 US$182,133,000 117.00 per cent.
Junior Undated Floating Rate Notes (the "
Undated Floating Rate
Notes") Barclays Bank PLC GB0000784164 US$202,985,000 70.00 per
cent. Undated Floating Rate Primary Capital Notes (the
"
Series 1 Notes") Barclays Bank PLC GB0000779529
US$335,430,000 70.00 per cent. Undated Floating Rate Primary
Capital Notes Series 2 (the "
Series 2 Notes") Barclays Bank
PLC GB0000777705 US$414,630,000 70.00 per cent. Undated
Floating Rate Primary Capital Notes Series 3 (the "
Series 3
Notes") Barclays Bank PLC XS0015014615 £145,000,000 80.00 per
cent.
Description of
Notes
Issuer CUSIP/ISIN
Aggregate
Principal
Amount Outstanding
Benchmark Security
Benchmark
Security
Rate
Purchase
Spread
(Basis
Points)
Purchase Price (2)
(%)
5.75 per cent. Fixed Rate Subordinated Notes due 2026 (the "
2026
Notes") Barclays Bank PLC XS0134886067 £455,408,000 1.5 per
cent. UK Treasury Stock due 2026
(ISIN GB00BYZW3G56)
0.670 per cent. 220 124.432 per cent.
__________
(1) The Purchase Price does not include accrued and unpaid interest
(2) The Purchase Price does not include accrued and unpaid interest
The Purchase Prices of the Notes were calculated in the manner
described in the Tender Offer Memorandum at the Pricing Time (10:00
a.m. (New York City time) today, 27 September 2016) and do not
include any Accrued Interest Payment.
The Offers remain open and are scheduled to expire at 5:00 p.m.
(New York City time) today, 27 September 2016, unless extended,
re-opened or earlier terminated.
The Offers remain subject to the conditions and restrictions set
out in the Tender Offer Memorandum and the related notice of
guaranteed delivery. Capitalised terms used and not otherwise
defined in this announcement have the meanings given in the Tender
Offer Memorandum.
For Further Information
A complete description of the terms and conditions of the Offers
is set out in the Tender Offer Memorandum and the related notice of
guaranteed delivery. Further details about the transaction can be
obtained from:
The Dealer Manager
Barclays Capital Inc.745 Seventh AvenueNew York, New York
10019United StatesTelephone: +44 (0)20 3134 8515 or +1 (212)
528-7581US Toll Free Number: +1 (800) 438-3242Attention: Liability
Management GroupEmail: liability.management@barclays.com
The Tender Agent
Lucid Issuer Services LimitedTankerton Works12 Argyle
WalkLondon WC1H 8HAUnited KingdomTelephone: +44 20 7704 0880Toll
Free Number: +1 (800) 495 5148Attention: Thomas Choquet / Arlind
BytyqiEmail: barclays@lucid-is.com
A copy of the Tender Offer Memorandum and the notice of
guaranteed delivery is available to eligible persons upon request
from the Tender Agent and at http://www.lucid-is.com/barclays.
DISCLAIMER
This announcement must be read in conjunction with the Tender
Offer Memorandum. No offer or invitation to acquire or exchange any
securities is being made pursuant to this announcement. This
announcement and the Tender Offer Memorandum contain important
information, which must be read carefully before any decision is
made with respect to the Offers. If any Noteholder is in any doubt
as to the action it should take, it is recommended to seek its own
legal, tax and financial advice, including as to any tax
consequences, from its stockbroker, bank manager, solicitor,
accountant or other independent financial adviser. Any individual
or company whose Notes are held on its behalf by a broker, dealer,
bank, custodian, trust company or other nominee must contact such
entity if it wishes to participate in the Offers. None of the
Offeror, the Dealer Manager or the Tender Agent, or any person who
controls, or is a director, officer, employee or agent of such
persons or any affiliate of such persons, makes any recommendation
as to whether Noteholders should participate in the Offers.
United Kingdom
The communication of this announcement, the Tender Offer
Memorandum and any other documents or materials relating to the
Offers is not being made, and such documents and/or materials have
not been approved, by an authorised person for the purposes of
section 21 of the Financial Services and Markets Act 2000, as
amended. Accordingly, such documents and/or materials are not being
distributed to, and must not be passed on to, the general public in
the United Kingdom. The communication of such documents and/or
materials as a financial promotion is only being made to those
persons in the United Kingdom falling within the definition of
investment professionals (as defined in Article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order
2005, as amended (the "Financial Promotion Order")) or
persons who are within Article 43(2) of the Financial Promotion
Order or any other persons to whom it may otherwise lawfully be
made under the Financial Promotion Order (such persons together
being the "Relevant Persons"). The Offers are only available
to Relevant Persons and the transactions contemplated in the Tender
Offer Memorandum will be available only to, or engaged in only
with, Relevant Persons, and this communication and any other
document and/or materials produced in connection with the Offers
must not be relied or acted upon by persons other than Relevant
Persons.
France
The Offers are not being made, directly or indirectly, to the
public in the Republic of France ("France"). Neither this
announcement, the Tender Offer Memorandum nor any other documents
or materials relating to the Offers have been or shall be
distributed to the public in France and only (i) providers of
investment services relating to portfolio management for the
account of third parties (personnes fournissant le service
d'investissement de gestion de portefeuille pour compte de tiers)
and/or (ii) qualified investors (investisseurs qualifiés) other
than individuals, in each case acting on their own account and all
as defined in, and in accordance with, Articles L.411-1, L.411-2
and D.411-1 of the French Code Monétaire et Financier, are eligible
to participate in the Offers. This announcement, the Tender Offer
Memorandum and any other document or material relating to the
Offers have not been and will not be submitted for clearance to nor
approved by the Autorité des marchés financiers.
Italy
None of the Offers, this announcement, the Tender Offer
Memorandum or any other documents or materials relating to the
Offers have been or will be submitted to the clearance procedure of
the Commissione Nazionale per le Società e la Borsa
("CONSOB").
The Offers are being carried out in the Republic of Italy as
exempted offers pursuant to article 101-bis, paragraph 3-bis of the
Legislative Decree No. 58 of 24 February 1998, as amended (the
"Financial Services Act") and article 35-bis, paragraph 4 of
CONSOB Regulation No. 11971 of 14 May 1999, as amended.
Noteholders, or beneficial owners of the Notes, can tender some
or all of their Notes pursuant to the Offers through authorised
persons (such as investment firms, banks or financial
intermediaries permitted to conduct such activities in Italy in
accordance with the Financial Services Act, CONSOB Regulation No.
16190 of 29 October 2007, as amended from time to time, and
Legislative Decree No. 385 of September 1, 1993, as amended) and in
compliance with applicable laws and regulations or with
requirements imposed by CONSOB or any other Italian authority.
Each intermediary must comply with the applicable laws and
regulations concerning information duties vis-à-vis its clients in
connection with the Notes or the Offers.
Spain
Neither the Offers nor this announcement constitute an offer of
securities or the solicitation of an offer of securities to the
public in Spain under the restated text of the Spanish Securities
Market Law approved by Legislative Royal Decree 4/2015, of 23
October (Real Decreto Legislativo 4/2015, de 23 de octubre, que
aprueba el texto refundido de la Ley del Mercado de Valores), Royal
Decree 1310/2005, of 4 November and Royal Decree 1066/2007, of 27
July. Accordingly, this Tender Offer Memorandum has not been
submitted for approval and has not been approved by the Spanish
Securities Market Regulator (Comisión Nacional del Mercado de
Valores).
General
Neither this announcement, the Tender Offer Memorandum nor the
electronic transmission thereof constitutes an offer to buy or the
solicitation of an offer to sell Notes (and tenders of Notes for
purchase pursuant to the Offers will not be accepted from
Noteholders) in any circumstances in which such offer or
solicitation is unlawful. In those jurisdictions where the
securities, blue sky or other laws require an Offer to be made by a
licensed broker or dealer and the Dealer Manager or any of its
affiliates is such a licensed broker or dealer in any such
jurisdiction, such Offer shall be deemed to be made by the Dealer
Manager or such affiliate, as the case may be, on behalf of the
Offeror in such jurisdiction.
In addition, each Noteholder participating in an Offer will be
deemed to give certain representations in respect of the
jurisdictions referred to below and generally as set out in
"Procedures for Participating in the Offers" in the Tender Offer
Memorandum. Any tender of Notes for purchase pursuant to the Offers
from a Noteholder that is unable to make these representations will
not be accepted.
Each of the Offeror, the Dealer Manager and the Tender Agent
reserves the right, in its sole and absolute discretion, to
investigate, in relation to any tender of Notes for purchase
pursuant to an Offer, whether any such representation given by a
Noteholder is correct and, if such investigation is undertaken and
as a result the Offeror determines (for any reason) that such
representation is not correct, such tender or submission may be
rejected.
View source
version on businesswire.com: http://www.businesswire.com/news/home/20160927006407/en/
Analyst and Investor InformationFurther information for
analysts and investors can be obtained from the following contacts
at Barclays:Investor RelationsLisa Bartrip, +44 (0) 20 7773
0708orBarclays TreasuryMiray Muminoglu, Tel: +44 (0) 20 7773
8199orMedia RelationsTom Hoskin, +44 (0)20 7116 6927
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