16th Jun 2026 11:15
Just Group plc announces final results of its Offer for its £250,000,000 9.000 per cent. Guaranteed Subordinated Notes due 2026
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES OF AMERICA, 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 OF AMERICA OR THE DISTRICT OF COLUMBIA 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.
16 June 2026. Just Group plc (the Company) announces today the final results of its invitation to holders of its £250,000,000 9.000 per cent. Guaranteed Subordinated Notes due 2026 (ISIN: XS1504958817) of which £150,000,000 remains outstanding (the Notes) to tender any and all of their Notes for purchase by the Company for cash (the Offer).
The Offer was announced on 8 June 2026 and was made on the terms and subject to the conditions contained in the tender offer memorandum dated 8 June 2026 (the Tender Offer Memorandum) prepared by the Company for the Offer including (without limitation) the satisfaction (or waiver) of the New Financing Condition. 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 Offer was 4.00 p.m. (London time) on 15 June 2026. As at the Expiration Deadline, the Company had received valid tenders for purchase pursuant to the Offer of £144,606,000 in aggregate nominal amount of the Notes.
Subject to the satisfaction of the New Financing Condition on or prior to the Settlement Date, the Company will accept for purchase all of the Notes validly tendered pursuant to the Offer.
The expected Settlement Date for the Offer is 18 June 2026. Following settlement of the Offer, £5,394,000 in aggregate nominal amount of the Notes will remain outstanding.
THE DEALER MANAGERS | ||
HSBC Bank plc 8 Canada Square London E14 5HQ United Kingdom Telephone: +44 20 7992 6237 Attention: Liability Management, DCM Email: [email protected] | Morgan Stanley & Co. International plc 25 Cabot Square Canary Wharf London E14 4QA United Kingdom
Telephone: +44 20 7677 4828 Attention: Liability Management Team Email: [email protected] |
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THE TENDER AGENT Kroll Issuer Services Limited The News Building 3 London Bridge Street London SE1 9SG United Kingdom Telephone: +44 20 7704 0880 Attention: Owen Morris Email: [email protected] Website: https://deals.is.kroll.com/justgroup
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This announcement is made by Just Group 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, encompassing information relating to the final results of the Offer described above. For the purposes of MAR and Article 2 of Commission Implementing Regulation (EU) 2016/1055, this announcement is made by Anna Wyse, Group General Counsel and Company Secretary at the Company.
DISCLAIMER
This announcement must be read in conjunction with the Tender Offer Memorandum. 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.