Natwest Markets PLC Tender Offer Results Announcement (4037U)
December 02 2021 - 7:58AM
UK Regulatory
TIDM83NF
RNS Number : 4037U
Natwest Markets PLC
02 December 2021
THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT
QUALIFIED AS INSIDE INFORMATION WITHIN THE MEANING OF ARTICLE 7(1)
OF THE MARKET ABUSE REGULATION (EU) 596/2014 AS IT FORMS PART OF
DOMESTIC LAW OF THE UNITED KINGDOM BY VIRTUE OF THE EUROPEAN UNION
(WITHDRAWAL) ACT 2018.
NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR
RESIDENT IN THE UNITED STATES, 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 AND THE DISTRICT OF COLUMBIA) OR TO ANY U.S.
PERSON OR IN OR INTO ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO
DISTRIBUTE THIS DOCUMENT
2 December 2021
On 24 November 2021, NatWest Markets Plc (Legal Entity
Identifier: RR3QWICWWIPCS8A4S074) (the "Issuer") launched an
invitation to the holders of its outstanding securities detailed
below (the "Securities") to tender any and all such Securities for
purchase by the Issuer for cash (each such invitation an "Offer"
and, together, the "Offers"). The Offers were made on the terms and
subject to the conditions set out in the Tender Offer Memorandum
dated 24 November 2021 (the "Tender Offer Memorandum") and were
subject to the offer and distribution restrictions as more fully
described in the Tender Offer Memorandum.
Capitalised terms used and not otherwise defined in this
announcement have the meanings given to them in the Tender Offer
Memorandum.
The Issuer today announces that (a) GBP29,033,000 in aggregate
principal amount of the GBP175,000,000 Fixed Rate Undated
Subordinated Notes, (b) GBP18,713,000 in aggregate principal amount
of the GBP350,000,000 Fixed Rate Undated Subordinated Notes and (c)
EUR21,100,000 in aggregate principal amount of the EUR144,400,000
Euro-zone Inflation Indexed Notes due 23 April 2023 have been
validly tendered pursuant to the Offers and that the Issuer will
accept all such validly tendered Securities for purchase in cash
(the "Acceptance").
The details of the Acceptance are set out in the table
below:
Expected aggregate Principal
Aggregate Principal Amount Amount Outstanding following
validly tendered and accepted the Settlement Date (as
for purchase pursuant to the defined
Description of Securities Acceptance Purchase Price below)
--------------------------------- ------------------------------- ----------------- -------------------------------
GBP175,000,000 Fixed Rate GBP29,033,000 115.50 per cent. GBP1,378,000
Undated Subordinated Notes
(ISIN: XS0116447599)
GBP350,000,000 Fixed Rate GBP18,713,000 114.00 per cent. GBP100,000
Undated Subordinated Notes
(ISIN: XS0138939854)
EUR144,400,000 Euro-zone
Inflation Indexed Notes due 23
April 2023
(ISIN: XS0357281046) EUR21,100,000 113.50 per cent. EUR123,300,000
The settlement date for the Offers is expected to be 3 December
2021 (the "Settlement Date"). On the Settlement Date, in addition
to the Purchase Price for the relevant Securities tendered by the
relevant Holders and accepted for purchase pursuant to the relevant
Offer(s), the Issuer will also pay an amount equal to any accrued
and unpaid interest on the GBP-denominated Securities only from,
and including, the applicable interest payment date for such
Securities immediately preceding the Settlement Date up to, but
excluding, the Settlement Date. As set out in the Tender Offer
Memorandum, and for the avoidance of doubt, the Issuer will not pay
any amount in respect of accrued and unpaid interest on any
EUR-denominated Securities accepted for purchase pursuant to the
relevant Offer.
The Issuer estimates the impact of the Acceptance will be a
charge to income in its results for the fourth quarter of 2021 of
approximately GBP6.14 million.
The Offers remain subject to the conditions and restrictions set
out in the Tender Offer Memorandum. Full details concerning the
Offers are set out in the Tender Offer Memorandum.
NatWest Markets Plc (Telephone: +44 20 7678 5222; Email:
NWMLiabilityManagement@natwestmarkets.com; Attention: Liability
Management) is acting as Sole Dealer Manager for the Offers and
Lucid Issuer Services Limited (Telephone: +44 20 7704 0880; Email:
natwest@lucid-is.com; Attention: David Shilson) is acting as the
Tender Agent.
This announcement is released by NatWest Markets Plc and
contains information that qualified as inside information for the
purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014
("MAR") as it forms part of domestic law of the United Kingdom by
virtue of the European Union (Withdrawal) Act 2018, encompassing
information relating to the Offers described above. For the
purposes of MAR and Article 2 of Commission Implementing Regulation
(EU) 2016/1055 as it forms part of UK retained law, this
announcement is made by Paul Pybus, Head of Debt Investor
Relations, on behalf of NatWest Markets 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 or the Tender Offer Memorandum comes
are required by each of the Issuer, the Sole Dealer Manager and the
Tender Agent to inform themselves about and to observe any such
restrictions. None of the Issuer, the Sole Dealer Manager or the
Tender Agent is providing Securityholders with any legal, business,
tax or other advice in this announcement or the Tender Offer
Memorandum.
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END
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