30th Mar 2017 13:35
NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA (INCLUDING PUERTO RICO, THE US VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS) OR IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS DOCUMENT.
RSA Insurance Group plc30 March 2017
ANNOUNCEMENT OF ACCEPTANCE AND RESULTS OF RSA INSURANCE GROUP PLC'S OFFER TO PURCHASE NOTES FOR CASH
On 21 March 2017, RSA Insurance Group plc (the "Company") invited holders of its £500,000,000 Fixed Rate Guaranteed Subordinated Step-up Notes due 2039 (ISIN XS0429467961) (the "2039 Notes") and its £375,000,000 6.701 per cent. Perpetual Guaranteed Subordinated Capital Securities (ISIN XS0254219735) (the "Perpetual Notes" and, together with the 2039 Notes, the "Notes") to tender the Notes for purchase by or on behalf of the Company for cash, subject to certain offer restrictions as contained in the section "Offer and Distribution Restrictions" of the Tender Offer Memorandum dated 21 March 2017 (the "Tender Offer Memorandum") (each an "Offer").
The Expiration Deadline for the Offers was 4.00 p.m. (London time) on 29 March 2017.
At the Expiration Deadline, the Company received valid tenders for purchase of £244,748,000 in aggregate nominal amount of the 2039 Notes and £347,045,000 in aggregate nominal amount of the Perpetual Notes. The Company hereby announces the aggregate nominal amount of the 2039 Notes accepted for purchase is £244,748,000 and the aggregate nominal amount of the Perpetual Notes accepted for purchase is £347,045,000.
Final pricing for the Offers took place at or around 12.00 p.m. today. The 2039 Notes Purchase Price payable by the Company for 2039 Notes validly tendered and accepted for purchase will be 118.593 per cent. of the nominal amount of the 2039 Notes. The Perpetual Notes Purchase Price payable by the Company for Perpetual Notes validly tendered and accepted for purchase will be 101.785 per cent. of the nominal amount of the Perpetual Notes.
A summary of the final pricing of the Offers is set out in the table below:
Description of the Notes | ISIN | Perpetual Notes Purchase Yield | Benchmark Security Rate | Purchase Spread | 2039 Notes Purchase Yield | Purchase Price |
£500,000,000 Fixed Rate Guaranteed Subordinated Step-up Notes due 2039 | XS0429467961 | N/A | 0.091 per cent. | 50 bps over the Benchmark Security Rate | 0.592 per cent. | 118.593 per cent. of the nominal amount of the Notes |
£375,000,000 6.701 per cent. Perpetual Guaranteed Subordinated Capital Securities | XS0254219735 | 0.35 per cent. | N/A | N/A | N/A | 101.785 per cent. of the nominal amount of the Notes |
The Offeror will also pay an Accrued Interest Payment in respect of Notes accepted for purchase pursuant to the Offers.
The Settlement Date in respect of the Notes accepted for purchase is expected to be 31 March 2017.
Capitalised terms used and not otherwise defined in this announcement have the meanings given in the Tender Offer Memorandum.
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 comes are required by the Company and the Joint Dealer Managers to inform themselves about and to observe any such restrictions.
For further information, please contact:
JOINT DEALER MANAGERS
Citigroup Global Markets Limited | HSBC Bank plc |
Citigroup CentreCanada SquareCanary WharfLondon E14 5LB Telephone: +44 (0) 20 7986 8969Attn: Liability Management GroupEmail: [email protected] | 8 Canada SquareLondon E14 5HQ
Telephone: +44 (0)207 992 6237Attention: Liability Management GroupEmail: [email protected] |
TENDER AGENT
Lucid Issuer Services LimitedTankerton Works12 Argyle WalkLondon WC1H 8HA
Attention: Thomas Choquet / David ShilsonTelephone: +44 207 704 0880Email: [email protected]Website: https://portal.lucid-is.com
Related Shares:
RSA.L