21st Mar 2016 10:23
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO, OR TO ANY PERSON RESIDENT AND/OR LOCATED IN, ANY JURISDICTION WHERE SUCH RELEASE, PUBLICATION OR DISTRIBUTION IS UNLAWFUL
Standard Chartered PLCStandard Chartered Bank21 March 2016
ANNOUNCEMENT OF ACCEPTANCE AND RESULTS OF STANDARD CHARTERED PLC'S AND STANDARD CHARTERED BANK'S OFFERS TO REPURCHASE FOR CASH ANY AND ALL OF CERTAIN USD NOTES
On 11 March 2016, Standard Chartered PLC ("SCPLC" or the "Company" in respect of the SCPLC Notes) invited holders of its US$400,000,000 Undated Primary Capital Floating Rate Notes (ISIN: GB0008387283), US$300,000,000 Undated Primary Capital Floating Rate Notes (Series 2) (ISIN: XS0010826633), US$400,000,000 Undated Primary Capital Floating Rate Notes (Series 3) (ISIN: XS0010159159) and US$200,000,000 Undated Primary Capital Floating Rate Notes (Series 4) (ISIN: XS0010276466) (together, the "SCPLC Notes") to tender any and all of the SCPLC Notes for repurchase by the Company for cash (each such invitation an "SCPLC Offer" and together, the "SCPLC Offers"), subject to certain offer restrictions as contained in the section "Offer and Distribution Restrictions" of the Tender Offer Memorandum dated 11 March 2016 (the "Tender Offer Memorandum").
On 11 March 2016, Standard Chartered Bank ("SCB" or the "Company" in respect of the SCB Notes) invited holders of its US$700,000,000 8.00% Subordinated Notes due 2031 (ISIN: XS0130337735 / US853250AA64) (CUSIP: 853250AA6) and the US$1,000,000,000 6.40% Subordinated Notes due 2017 (ISIN: XS0323650787 / US853250AB48) (CUSIP:853250AB4) (together, the "SCB Notes") to tender any and all of the SCB Notes for repurchase by the Company for cash (each such invitation an "SCB Offer" and together, the "SCB Offers"), subject to certain offer restrictions as contained in the section "Offer and Distribution Restrictions" of the Tender Offer Memorandum. On 18 March 2016, SCB announced the Repurchase Prices for the SCB Notes as calculated by the Dealer Managers in the manner described in the Tender Offer Memorandum.
Further to the announcement made by the Companies on 11 March 2016 and by SCB on 18 March 2016, the Companies hereby announce that the results of the Offers, including the aggregate nominal amount of each series of Notes validly tendered and not validly withdrawn by the Expiration Deadline and to be accepted for repurchase are as set out in the tables below. Each Noteholder whose Notes have been accepted for repurchase is entitled to receive on the Settlement Date, (which is expected to be 23 March 2016), the relevant Repurchase Price plus Accrued Interest in respect of such Notes.
SCPLC Notes
Description of the Notes | ISIN / CUSIP | Outstanding nominal amount | Aggregate nominal amount accepted for repurchase | Repurchase Price (for each Integral Multiple in nominal amount) | Accrued Interest (for each Integral Multiple in nominal amount) |
US$400,000,000 Undated Primary Capital Floating Rate Notes | GB0008387283
| US$43,670,000 | US$27,720,000 | US$6,000 per US$10,000 | US$15.89 per US$10,000 |
US$300,000,000 Undated Primary Capital Floating Rate Notes (Series 2) | XS0010826633
| US$80,160,000 | US$11,430,000 | US$6,000 per US$10,000 | US$29.69 per US$10,000 |
US$400,000,000 Undated Primary Capital Floating Rate Notes (Series 3) | XS0010159159
| US$64,460,000 | US$14,300,000 | US$6,000 per US$10,000 | US$29.00 per US$10,000 |
US$200,000,000 Undated Primary Capital Floating Rate Notes (Series 4) | XS0010276466
| US$49,690,000 | US$24,090,000 | US$6,000 per US$10,000 | US$17.37 per US$10,000 |
The amount of Accrued Interest for each series of SCPLC Notes listed above is on the assumption that the Settlement Date occurs on 23 March 2016.
SCB Notes
Description of the Notes | ISIN / CUSIP | Outstanding nominal amount | Aggregate nominal amount accepted for repurchase | Repurchase Price (for each Integral Multiple in nominal amount) | Accrued Interest (for each Integral Multiple in nominal amount) |
US$700,000,000 8.00% Subordinated Notes due 2031 | XS0130337735/ US853250AA64(CUSIP: 853250AA6) | US$506,720,000 | US$145,856,000 | US$1,258.47 per US$1,000 | US$25.11 per US$1,000 |
US$1,000,000,000 6.40% Subordinated Notes due 2017 | XS0323650787/ US853250AB48(CUSIP: 853250AB4) | US$1,000,000,000 | US$503,099,000 | US$1,063.68 per US$1,000 | US$31.47 per US$1,000 |
The amount of Accrued Interest for each series of SCB Notes listed above is on the assumption that the Settlement Date occurs on 23 March 2016.
US$726,495,000 in aggregate nominal amount of Notes have been accepted for repurchase by the Companies pursuant to the Offers with an aggregate purchase consideration (excluding accrued interest) of US$765,215,744.64.
Capitalised terms used in this announcement but not defined have the meanings given to them in the Tender Offer Memorandum.
For further Information, please contact:
The Dealer Managers
Barclays Capital Inc.745 Seventh Avenue,New York, New York 10019United States For information by telephone:+1 (212) 528-7581US Toll Free Number:+1 (800) 438-3242UK telephone number:+44 20 3134 8515Attention: Liability Management GroupEmail: [email protected] | Lloyds Securities Inc.1095 Avenue of the AmericasNew York, New York 10036United StatesFor information by telephone:+1 (212) 827-3138Attention: Liability Management GroupEmail: [email protected] | Standard Chartered BankOne Basinghall AvenueLondon EC2V 5DD For information by telephone: +44 20 7885 5739Attention: Liability Management GroupEmail: [email protected]
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The Information and Tender Agent
In London: D.F. King Ltd.125 Wood StreetLondon EC2V 7ANUnited KingdomTelephone: +44 20 7920 9700 | In Hong Kong: D.F. King Ltd.Suite 1601, 16/F, Central Tower28 Queen's Road CentralCentral Hong KongTelephone: +852 3953 7230 |
In New York: D.F. King Ltd.48 Wall Street 22nd FloorNew York, New York 10005United States of AmericaTelephone: +1 212 269 5550Call Toll Free: +1 (877) 283-0322 Email: [email protected]: http://sites.dfkingltd.com/scb | |
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