RNS Number : 7532Z

NatWest Group plc

22 September 2020

September 22, 2020


NatWest Group plc (the "Offeror") is today announcing the final results of its previously announced cash tender offers (each, an "Offer" and, together, the "Offers") for any and all of certain series of its U.S. dollar denominated notes set out in the table below (the "Notes").

The Offers were made on the terms and subject to the conditions set out in the offer to purchase dated September 14 , 2020 (the "Offer to Purchase") and the related Notice of Guaranteed Delivery (together, the "Offer Documents"). Capitalized terms not otherwise defined in this announcement have the same meaning as

in the Offer to Purchase.

Based on information provided by the Tender Agent, $1,967,908,000 in aggregate principal amount of the Notes were validly tendered and not validly withdrawn by 5:00 p.m., New York City time, on September 21, 2020 (the "Expiration Deadline"), as more fully set forth below. The Offeror has accepted all Notes that were validly tendered and not validly withdrawn prior to the Expiration Deadline. In addition, $9,418,000 in aggregate principal amount of the Notes were tendered using the guaranteed delivery procedures. The Settlement Date is expected to be September 24, 2020.

The table below sets forth, among other things, the principal amount of each series of Notes validly tendered and not validly withdrawn at or prior to the Expiration Deadline:

                                                                            Principal          Aggregate 
                                                                         Amount Tendered       Principal 
                                                                            Excluding       Amount Tendered 
                                                                          Notes Tendered         Using 
                                                          Principal      Using Guaranteed     Guaranteed 
       Title of                                             Amount           Delivery          Delivery      Purchase 
       Security             Issuer       ISIN/CUSIP     Outstanding(1)      Procedures        Procedures      Price(2) 
----------------------  --------------  -------------  ----------------  ----------------  ----------------  --------- 
6.425% Non-Cumulative 
    Trust Preferred 
      Securities         RBS Capital 
 ("Trust Securities")      Trust II     US74927PAA75   $393,573,000(4)     $251,681,000       $4,207,000     $1,556.87 
    7.648% Dollar 
       tier One           The Royal 
      Securities,           Bank of 
       Series 1            Scotland 
       ("PROs")          Group plc(3)   US780097AH44     $761,746,000      $631,491,000        $793,000      $1,547.47 
                          The Royal 
 6.125% Subordinated        Bank of 
     Tier 2 Notes          Scotland 
       due 2022            Group plc 
    ("2022 Notes")            (3)       US780099CE50    $2,250,000,000     $630,064,000       $2,691,000     $1,098.79 
 6.100% Subordinated      The Royal 
     Tier 2 Notes           Bank of 
       due 2023            Scotland 
    ("2023 Notes")       Group plc(3)   US780097AY76    $1,000,000,000     $454,672,000       $1,727,000     $1,116.01 
   (1)    As of the commencement date of the Offers. 

(2) Per $1,000 principal amount of the Notes (as defined herein) validly tendered and accepted for purchase.

   (3)    Currently NatWest Group plc. 

(4) Excluding $256,427,000 principal amount of 6.425% Non-Cumulative Trust Preferred Securities, which are held by the Offeror as of the date hereof and are deemed not to be outstanding.


Lucid Issuer Services Limited acted as tender agent for the Offers. NatWest Markets Securities Inc., an affiliate of the Offeror, acted as Global Arranger and Lead Dealer Manager and Goldman Sachs & Co. LLC and UBS Securities LLC (together with NatWest Markets Securities Inc.) acted as Dealer Managers. Questions regarding the Offers should be directed to NatWest Markets Securities Inc. at +44 20 7678 522, Goldman Sachs & Co. LLC at +1 800 828 3182, +1 212 357-0215 (Collect) or +44 20 7552 6157 (U.K.) and UBS Securities LLC at +1 888 719-4210, + 1 203 719 4210 (Collect) or +44 20 7568 1121 (U.K.).


From time to time, we may make statements, both written and oral, regarding our assumptions, projections, expectations, intentions or beliefs about future events. These statements constitute "forward-looking statements". We caution that these statements may and often do vary materially from actual results. Accordingly, we cannot assure you that actual results will not differ materially from those expressed or implied by the forward-looking statements. You should read the sections entitled "Risk Factors" in the Offer to Purchase, in our Annual Report, Q1 2020 Interim Report and H1 2020 Interim Report and "Forward-Looking Statements" in our Annual Report, Q1 2020 Interim Report and H1 2020 Interim Report.

Any forward-looking statements made herein or in the documents incorporated by reference herein speak only as of the date they are made. Except as required by the U.K. Financial Conduct Authority (the "FCA"), any applicable stock exchange or any applicable law, we expressly disclaim any obligation or undertaking to release publicly any updates or revisions to any forward-looking statement contained in the Offer to Purchase or the documents incorporated by reference herein to reflect any changes in expectations with regard thereto or any new information or any changes in events, conditions or circumstances on which any such statement is based. The reader should, however, consult any additional disclosures that we have made or may make in documents we have filed or may file with the SEC.

 Legal Entity Identifiers 
 NatWest Group plc          2138005O9XJIJN4JPN90 

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.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.



(END) Dow Jones Newswires

September 22, 2020 08:21 ET (12:21 GMT)