ONESAVINGS BANK PLC Onesavings Bank Plc: Additional Tier 1 Capital Issuance
May 18 2017 - 1:02PM
UK Regulatory
TIDMOSB
Published: 18.05.2017
OneSavings Bank plc
("OSB")
Additional Tier 1 capital issuance
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES OR TO, OR FOR THE
ACCOUNT OR BENEFIT OF, U.S. PERSONS OR OTHERWISE THAN TO PERSONS TO WHOM
IT CAN LAWFULLY BE DISTRIBUTED.
OSB today announces the final terms of its issue of GBP60 million Fixed
Rate Resetting Perpetual Subordinated Contingent Convertible Securities
(the "Securities") that will qualify as Additional Tier 1 capital under
Capital Requirements Directive IV (2013/36/EU) and the Capital
Requirements Regulation (575/2013). The Securities will be subject to
full conversion into ordinary shares of OSB in the event that its CET1
capital ratio falls below 7.00 per cent.
The Securities will bear interest from (and including) the issue date to
(but excluding) 25 May 2022 (the "First Reset Date") at a rate of 9.125
per cent. per annum and in respect of each subsequent five-year period,
at a reset interest rate equal to 835.9 basis points over the five-year
semi-annual mid-swap rate for such period. Interest on the
Securities([1] #_ftn1) will be payable semi-annually in arrear on 25 May
and 25 November in each year commencing on 25 November 2017, provided
that OSB may at any time cancel any interest payment (in whole or in
part) at its full discretion and must cancel interest payments in
certain circumstances specified in the terms and conditions of the
Securities. The Securities are perpetual securities with no fixed
redemption date. OSB may, in its discretion and subject to satisfying
certain conditions (including obtaining the prior approval of the
Prudential Regulation Authority), redeem all (but not some) of the
Securities at their principal amount outstanding plus any accrued but
unpaid interest from (and including) the First Reset Date and on any
interest payment date thereafter.
The Securities will be issued at 100 per cent. of their principal
amount.
Settlement is expected to take place on or about 25 May 2017.
The net proceeds of the issue of the Securities will be used to further
optimise the Issuer's capital stack to continue to support the general
corporate purposes of the Group, including the growth of the Group's
business.
Barclays Bank PLC is acting as the Sole Bookrunner and Structuring
Advisor for the issue.
Andy Golding, Chief Executive Officer of OSB said: "I am delighted with
the positive response to our Additional Tier 1 Capital issuance,
demonstrating the strength of our balance sheet and investment
proposition to debt investors."
Enquiries:
OneSavings Bank plc
Alastair Pate t: 01634 838 973
Brunswick Group
Robin Wrench / Simone Selzer t: 020 7404 5959
IMPORTANT NOTICE
This announcement does not constitute or form part of an offer to sell
or the solicitation of an offer to subscribe for or otherwise acquire
any securities in the United States or in any other jurisdiction. This
announcement is not for distribution, directly or indirectly in or into
the United States (as defined in Regulation S under the US Securities
Act of 1933, as amended (the "Securities Act")). The securities referred
to herein have not been and will not be registered under the Securities
Act and may not be offered or sold within the United States or to, or
for the account or benefit of, U.S. persons except pursuant to an
exemption from, or in a transaction not subject to, the registration
requirements of the Securities Act.
This communication is directed only at (i) persons who are outside the
United Kingdom, or (ii) persons who are in the United Kingdom who are
(a) persons who have professional experience in matters relating to
investments falling within Article 19(5) of The Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005 or (b) otherwise,
persons to whom it may otherwise lawfully be directed (all such persons
together being referred to as "relevant persons"). This communication is
directed only at relevant persons and must not be read, acted on or
relied on by persons who are not relevant persons. Any investment or
investment activity to which this communication relates is available
only to relevant persons and will be engaged in only with relevant
persons.
([1] #_ftnref1) (Consistent with the market practice, interest payments
on the Securities will be deducted from the calculation of return on
equity and earnings per share, however these payments will not be
deducted from the calculation of net interest margin, cost to income
ratio and underlying profit before and after taxation. Accordingly, the
treatment of the coupons on the existing Perpetual Subordinated Bonds
classified as equity in the calculation of net interest margin, cost to
income ratio and underlying profit after tax will be changed to be
consistent with that of the Securities.)
This announcement is distributed by Nasdaq Corporate Solutions on behalf
of Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the information
contained therein.
Source: OneSavings Bank plc via Globenewswire
http://www.osb.co.uk/
(END) Dow Jones Newswires
May 18, 2017 13:02 ET (17:02 GMT)
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