M&G plc announces final
results of its Tender Offers for its £750,000,000 5.625 per cent.
Resettable Dated Tier 2 Notes due 2051, its
£600,000,000
5.560 per cent. Resettable Dated Tier 2 Notes due
2055, its £700,000,000 6.340 per cent.
Resettable Dated Tier 2 Notes due 2063 and its £500,000,000 6.250
per cent. Resettable Dated Tier 2 Notes due 2068
NOT
FOR RELEASE, PUBLICATION OR 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 OR THE DISTRICT OF
COLUMBIA (the United States) OR IN OR INTO OR TO ANY PERSON LOCATED OR
RESIDENT IN ANY OTHER JURISDICTION WHERE OR TO WHOM IT IS UNLAWFUL
TO RELEASE, PUBLISH OR DISTRIBUTE THIS
ANNOUNCEMENT.
THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION
THAT QUALIFIED OR MAY HAVE QUALIFIED AS INSIDE INFORMATION WITHIN
THE MEANING OF ARTICLE 7(1) OF THE MARKET ABUSE REGULATION (EU)
596/2014 AS IT FORMS PART OF UK DOMESTIC LAW BY VIRTUE OF THE
EUROPEAN UNION (WITHDRAWAL) ACT
2018 (EUWA).
17
June 2024. M&G plc
(the Company) announces today the final
results of its separate invitations to holders of
its outstanding:
(i) £750,000,000 5.625 per cent. Resettable Dated
Tier 2 Notes due 2051 (ISIN: XS1888920276) (the 2051 Notes); (ii) £600,000,000 5.560
per cent. Resettable Dated Tier 2 Notes due 2055 (ISIN:
XS1243995302) (the 2055
Notes); (iii) £700,000,000 6.340 per cent. Resettable Dated
Tier 2 Notes due 2063 (ISIN: XS1003373047) (the 2063 Notes); and (iv) £500,000,000
6.250 per cent. Resettable Dated Tier 2 Notes due 2068 (ISIN:
XS1888925747) (the 2068
Notes and, together with the 2051 Notes, the 2055 Notes and
the 2063 Notes, the Notes and each a Series) to
tender their Notes for purchase by the Company for cash (each an
Offer and together the
Offers).
The Offers were announced on 10 June
2024 and were made on the terms and subject to the conditions
contained in the Tender Offer Memorandum dated 10 June 2024 (the
Tender Offer
Memorandum).
Capitalised terms used in this
announcement but not otherwise defined have the meanings given to
them in the Tender Offer Memorandum.
The Expiration Deadline for the
Offers was 4.00 p.m. (London time) on 14 June 2024.
The Company now announces
that:
(a) the Aggregate
Consideration Amount is £149,999,794.10;
(b)
the Series Acceptance Amount in respect of each
Series will be as set out in the table below;
(c) it
accepts for purchase 2055 Notes validly tendered under the relevant
Offer pursuant to Non-Competitive Tender Instructions (being Tender
Instructions that did not specify a purchase spread or specified a
purchase spread greater than or equal to the relevant Maximum
Purchase Spread) subject to pro-ration at the Pro-ration Factor set
out in the table below in respect of the 2055 Notes, and does not
accept for purchase any 2055 Notes tendered pursuant to Competitive
Tender Instructions; accordingly, the Purchase Spread in respect of
the 2055 Notes will be the applicable Maximum Purchase Spread, as
set out in the table below;
(d) it does not
accept any 2051 Notes, 2063 Notes or 2068 Notes for purchase;
and
(e) pricing of
the Offer in respect of the 2055 Notes took place at or around 1.00
p.m. (London time) today, and the Benchmark Security Rate, Purchase
Yield and Purchase Price for the 2055 Notes are as set out in the
table below.
Series
|
Series Acceptance
Amount
|
Purchase
Spread
|
Benchmark Security
Rate
|
Purchase
Yield
|
Purchase
Price
|
Pro-ration
Factor
|
2051
Notes
|
£0
|
N/A
|
N/A
|
N/A
|
N/A
|
N/A
|
2055
Notes
|
£161,330,000
|
230
bps
|
4.156 per
cent.
|
6.456 per
cent.
|
92.977
per cent.
|
75.0384
per cent.
|
2063
Notes
|
£0
|
N/A
|
N/A
|
N/A
|
N/A
|
N/A
|
2068
Notes
|
£0
|
N/A
|
N/A
|
N/A
|
N/A
|
N/A
|
The Company will also pay an Accrued
Interest Payment in respect of 2055 Notes accepted for purchase
pursuant to the relevant Offer.
The Settlement Date in respect of
the 2055 Notes accepted for purchase pursuant to the relevant Offer
is expected to be 19 June 2024. Following settlement of such Offer
and cancellation of the relevant 2055 Notes accepted for purchase
pursuant to the relevant Offer, £750,000,000 in aggregate nominal
amount of the 2051 Notes, £438,670,000 in aggregate nominal
amount of the 2055 Notes, £700,000,000 in aggregate nominal amount
of the 2063 Notes, and £500,000,000 in aggregate nominal amount of
the 2068 Notes will remain outstanding.
In conjunction with the redemption
of the £300,000,000 3.875 per cent. Resettable Dated Tier 2 Notes
due July 2049, as announced by the Company on 10 June 2024,
settlement of the Offers is expected to reduce the Company's
outstanding debt to c. £2.8bn. On a Q1 pro-forma basis, the
M&G Group Solvency leverage ratio is estimated to be 32% and
the Solvency II coverage ratio 198%.
HSBC Bank plc (Tel:
+44 20 7992 6237; Attention: Liability Management,
DCM; Email: LM_EMEA@hsbc.com)
and Merrill Lynch International (Tel: +44 20 7996 5420; Attention: Liability Management Group;
Email: DG.LM-EMEA@bofa.com)
are acting as Dealer Managers in respect of the
Offers.
Kroll Issuer Services Limited (Tel: +44 20 7704 0880; Attention:
David Shilson / Alessandro Zorza; Email: mandg@is.kroll.com;
Offer Website: https://deals.is.kroll.com/mandg)
is acting as Tender Agent in respect of the
Offers.
This announcement is made by M&G
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 as it forms part of UK domestic law
by virtue of the EUWA (UK
MAR), encompassing information relating to the Offers
described above. For the purposes of UK MAR and the Implementing
Technical Standards, this announcement is made by Charlotte Heiss,
General Counsel and Company Secretary at the
Company.
LEI: 254900TWUJUQ44TQJY84
DISCLAIMER This announcement
must be read in conjunction with the Tender Offer Memorandum. The
Offers have now expired and 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, the Dealer
Managers and the Tender Agent to inform themselves about and to
observe any such restrictions.