Shawbrook Group PLC Tender Results: Fixed Rate Subordinated Noted 2025 (3855S)
July 08 2020 - 4:18AM
UK Regulatory
TIDM55TM
RNS Number : 3855S
Shawbrook Group PLC
08 July 2020
Shawbrook Group plc (LEI: 21380071539WSMTM4410) Announces
Results of its Tender Offer for its GBP75,000,000 8.50 per cent.
Fixed Rate Reset Callable Subordinated Notes due 2025
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 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
8 July 2020 . Shawbrook Group plc (the Offeror) announces today
the results of its invitation to holders of its GBP75,000,000 8.50
per cent. Fixed Rate Reset Callable Subordinated Notes due 2025
(ISIN: XS1303933573) (the Notes) to tender such Notes for purchase
by the Offeror for cash (such invitation, the Offer).
The Offer was announced on 1 July 2020 and was made on the terms
and subject to the conditions contained in the tender offer
memorandum dated 1 July 2020 (the Tender Offer Memorandum) prepared
by the Offeror. 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 7 July 2020. As at the Expiration Deadline, GBP74,800,000
in aggregate principal amount of the Notes were validly tendered
for purchase pursuant to the Offer.
The Offeror announces that, subject to satisfaction (or waiver)
of the New Issue 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 100.00 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 Principal Amount of Notes accepted
of the Notes ISIN / Common Code Purchase Price for purchase *
----------------------------------- ------------------------- ----------------- -----------------------------------
GBP75,000,000 XS1303933573 / 130393357 100.00 per cent. GBP74,800,000
8.50 per cent. Fixed Rate Reset
Callable Subordinated Notes due
2025
* Subject to satisfaction or waiver of the New Issue Condition on or prior to the Settlement
Date.
Subject to satisfaction (or waiver) of the New Issue 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
10 July 2020. Notes purchased by the Offeror pursuant to the Offer
will be cancelled and will not be re-issued or re-sold. Following
settlement of the Offer, GBP200,000 in aggregate principal amount
of the Notes will remain outstanding.
The offering of the New Notes was announced on 1 July 2020 and
priced on 2 July 2020. The New Notes are expected to be issued on
or about 10 July 2020 and, provided that is the case, the New Issue
Condition would be satisfied on the issue date upon receipt by the
Offeror of the net proceeds of issue of the New Notes.
ABN AMRO Bank N.V. (Telephone: +31 20 3836928; Email:
liabilitymanagement@nl.abnamro.com; Attention: Debt Capital
Markets) and Deutsche Bank AG, London Branch (Telephone: +44 20
7545 8011; Attention: Liability Management Group) are acting as
Dealer Managers for the Offer and Deutsche Bank AG, London Branch (
Telephone: +44 20 7547 5000; Attention: CT - Trust & Agency
Services; Email: xchange.offer@db.com) is acting as Tender
Agent.
This announcement is released by Shawbrook Group 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 Daniel Rushbrook, General Counsel and
Company Secretary at Shawbrook Group plc.
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 Offeror, the Dealer
Managers and the Tender Agent to inform themselves about, and to
observe, any such restrictions.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
TENEAPXPEFKEEEA
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