TSB Bank PLC Result of Tender Offer (4630M)

TIDM10NG TIDM59OV

RNS Number : 4630M

TSB Bank PLC

14 September 2023

TSB Bank plc announces results of its tender offer for its GBP750,000,000 Series 2019-1 Floating Rate Covered Bonds due February 2024

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES, 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 OR THE DISTRICT OF COLUMBIA (the United States) 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 AS IT FORMS PART OF UK DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 (EUWA).

14 September 2023 . TSB Bank plc (the Offeror) announces today the results of its invitation to holders of its GBP750,000,000 Series 2019-1 Floating Rate Covered Bonds due February 2024 (ISIN: XS1951430138) (the Covered Bonds) to tender their Covered Bonds for purchase by the Offeror for cash up to an aggregate nominal amount of up to GBP250,000,000 (subject as provided in the Tender Offer Memorandum) and subject to the satisfaction (or waiver) of the New Financing Condition (as defined in the Tender Offer Memorandum) (the Offer).

The Offer was announced on 6 September 2023 and was made on the terms and subject to the conditions contained in the tender offer memorandum dated 6 September 2023 (the Tender Offer Memorandum) prepared by the Offeror. Capitalised terms used in this announcement but not 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 13 September 2023. As at the Expiration Deadline, the Offeror had received valid tenders of GBP409,815,000 in aggregate nominal amount of the Covered Bonds for purchase pursuant to the Offer, as reported by the Tender Agent.

The Offeror announces that (subject to the satisfaction (or waiver) of the New Financing Condition on or prior to the Settlement Date) it has decided to accept for purchase an aggregate nominal amount of GBP249,999,000 of Covered Bonds validly tendered pursuant to the Offer (the Final Acceptance Amount), at a cash purchase price equal to 100.33 per cent. of the nominal amount of the relevant Covered Bonds, together with an Accrued Interest Payment. All Tender Instructions will be accepted subject to a Scaling Factor of 60.9999 per cent, subject to adjustments, as applicable.

Subject to satisfaction (or waiver) of the New Financing Condition on or prior to such date, the expected Settlement Date for the Offer is 15 September 2023.

Following the Settlement Date, the Offeror intends to cancel the Covered Bonds purchased pursuant to the Offer. Accordingly, following settlement of the Offer and such cancellation, GBP500,001,000 in aggregate nominal amount of the Covered Bonds will remain outstanding.

Covered Bonds that have not been tendered or accepted for purchase pursuant to the Offer will remain outstanding.

 
                                          THE DEALER MANAGERS 
              Banco de Sabadell, S.A.                          Lloyds Bank Corporate Markets 
           Avenida Óscar Esplá                                    plc 
                         37                                          10 Gresham Street 
                  03007, Alicante                                     London EC2V 7AE 
                       Spain                                           United Kingdom 
                                                              Telephone: [phone] / 1717 
            Telephone: [phone]                       Attention: Liability Management 
          Attention: Debt Capital Markets             Email: [e-mail] 
     Email: [e-mail] 
                NatWest Markets Plc                              Nomura International plc 
                  250 Bishopsgate                                       1 Angel Lane 
                  London EC2M 4AA                                     London EC4R 3AB 
                   United Kingdom                                      United Kingdom 
            Telephone: [phone]                        Telephone: [phone] / 
          Attention: Liability Management                             [phone] 
  Email: [e-mail]            Attention: Liability Management 
                                                                           Group 
                                                           Email: [e-mail] 
                                          RBC Europe Limited 
                                            100 Bishopsgate 
                                            London EC2N 4AA 
                                             United Kingdom 
                                      Telephone: [phone] 
                                    Attention: Liability Management 
                                 Email: [e-mail] 
 
                                           THE TENDER AGENT 
                                     Kroll Issuer Services Limited 
                                               The Shard 
                                        32 London Bridge Street 
                                             London SE1 9SG 
                                             United Kingdom 
                                      Telephone: [phone] 
                                        Attention: Jacek Kusion 
                                        Email: tsb @is.kroll.com 
                                Website: https://deals.is.kroll.com/ tsb 
 

This announcement is released by TSB Bank 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 as it forms part of UK domestic law by virtue of the EUWA (UK MAR), encompassing information relating to the Offer described above. For the purposes of UK MAR and the Implementing Technical Standards, this announcement is made by Alison Straszewski, Treasurer at the Offeror.

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 Offeror, the LLP, the Dealer Managers and the Tender Agent to inform themselves about, and to observe, any such restrictions.

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September 14, 2023 04:48 ET (08:48 GMT)