RSA Insurance Group PLC Result of Tender Offer (0488B)

TIDMRSA

RNS Number : 0488B

RSA Insurance Group PLC

30 March 2017

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 plc

30 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 GBP500,000,000 Fixed Rate Guaranteed Subordinated Step-up Notes due 2039 (ISIN XS0429467961) (the "2039 Notes") and its GBP375,000,000 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 GBP244,748,000 in aggregate nominal amount of the 2039 Notes and GBP347,045,000 in aggregate nominal amount of the Perpetual Notes. The Company hereby announces the aggregate nominal amount of the 2039 Notes accepted for purchase is GBP244,748,000 and the aggregate nominal amount of the Perpetual Notes accepted for purchase is GBP347,045,000.

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          ISIN       Perpetual    Benchmark      Purchase      2039 Notes    Purchase 
   of the Notes                       Notes      Security       Spread        Purchase       Price 
                                    Purchase       Rate                         Yield 
                                      Yield 
-----------------  -------------  -----------  ----------  ---------------  -----------  ----------- 
  GBP500,000,000    XS0429467961      N/A       0.091 per    50 bps over       0.592       118.593 
    Fixed Rate                                    cent.      the Benchmark    per cent.    per cent. 
    Guaranteed                                                 Security                     of the 
   Subordinated                                                  Rate                       nominal 
      Step-up                                                                               amount 
     Notes due                                                                              of the 
       2039                                                                                  Notes 
-----------------  -------------  -----------  ----------  ---------------  -----------  ----------- 
  GBP375,000,000    XS0254219735      0.35         N/A           N/A            N/A        101.785 
     6.701 per                      per cent.                                              per cent. 
  cent. Perpetual                                                                           of the 
    Guaranteed                                                                              nominal 
   Subordinated                                                                             amount 
      Capital                                                                               of the 
    Securities                                                                               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 Centre                         8 Canada Square 
                Canada Square                           London E14 5HQ 
                 Canary Wharf                   Telephone: [phone] 
                London E14 5LB                  Attention: Liability Management 
          Telephone: [phone]                         Group 
                     8969                           Email: [e-mail] 
          Attn: Liability Management 
                    Group 
  Email: [e-mail] 
 

TENDER AGENT

Lucid Issuer Services Limited

Tankerton Works

12 Argyle Walk

London WC1H 8HA

Attention: Thomas Choquet / David Shilson

Telephone: [phone]

Email: [e-mail]

Website: https://portal.lucid-is.com

This information is provided by RNS

The company news service from the London Stock Exchange

END

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March 30, 2017 08:35 ET (12:35 GMT)