ONESAVINGS BANK PLC Onesavings Bank Plc: Additional Tier 1 Capital Issuance

 
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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