TIDM35CS
RNS Number : 2723T
Pension Insurance Corporation PLC
13 November 2023
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).
Pension Insurance Corporation plc announces final results of its
tender offers for its GBP300,000,000 6.50 per cent. Fixed Rate
Subordinated Notes due 2024 and its GBP250,000,000 8.00 per cent.
Fixed Rate Subordinated Notes due 2026
13 November 2023.
Pension Insurance Corporation plc (the Company) announces today
the final results of its separate invitations to holders of its
outstanding (a) GBP300,000,000 6.50 per cent. Fixed Rate
Subordinated Notes due 2024 (ISIN: XS1083983376 ) (the 2024 Notes);
and (b) GBP250,000,000 8.00 per cent. Fixed Rate Subordinated Notes
due 2026 (ISIN: XS1523966197 ) (the 2026 Notes and, together with
the 2024 Notes, the Notes and each a Series) to tender their Notes
for purchase by the Company for cash (each an Offer and together
the Offers).
The Offers were announced on 6 November 2023 and were made on
the terms and subject to the conditions contained in the tender
offer memorandum dated 6 November 2023 (the Tender Offer
Memorandum) including, without limitation, the satisfaction (or
waiver) of the New Financing Condition.
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 Offers was 4.00 p.m. (London
time) on 10 November 2023.
Final Acceptance Amount
The Company confirms that the Final Acceptance Amount is
GBP300,000,000, to be allocated between the 2024 Notes and the 2026
Notes as set out below.
2024 Notes
Subject to the satisfaction (or waiver) of the New Financing
Condition, the Company will accept for purchase 2024 Notes validly
tendered pursuant to the relevant Offer subject to pro rata scaling
at a Pro-ration Factor of 51.779 per cent., as further described in
the Tender Offer Memorandum. Accordingly, the relevant Series
Acceptance Amount is GBP97,374,000.
A summary of the final results of the Offer for the 2024 Notes
appears below:
Series Acceptance Amount Pro-ration Factor Purchase Price
------------------------- ------------------ -----------------
GBP97,374,000 51.779 per cent. 100.25 per cent.
2026 Notes
Subject to the satisfaction (or waiver) of the New Financing
Condition, the Company will accept for purchase all 2026 Notes
validly tendered pursuant to the relevant Offer with no pro rata
scaling. Accordingly, the relevant Series Acceptance Amount is
GBP202,626,000.
The Company also confirms that the Purchase Price it will pay
for the 2026 Notes validly tendered and accepted for purchase will
be 104.265 per cent. ( based on a Settlement Date of 14 November
2023) .
A summary of the final results of, and pricing for, the Offer
for the 2026 Notes appears below:
Series Benchmark Purchase Purchase
Acceptance Pro-ration Security Purchase Yield Yield Purchase
Amount Factor Rate Spread (semi-annual) (annual) Price
--------------- ----------- ---------- --------- --------------- ---------- -----------
GBP202,626,000 N/A 4.303per 200 bps 6.303 per 6.402 per 104.265
cent. cent. cent. per cent.
General
Subject to the satisfaction (or waiver) of the New Financing
Condition, the Settlement Date in respect of the Notes accepted for
purchase pursuant to the Offers is expected to be 14 November 2023.
Following settlement of the Offers and cancellation of the relevant
Notes accepted for purchase pursuant to the Offers, GBP202,626,000
in aggregate nominal amount of the 2024 Notes and GBP47,374,000 in
aggregate nominal amount of the 2026 Notes will remain
outstanding.
The Company will also pay an Accrued Interest Payment in respect
of Notes accepted for purchase pursuant to the relevant Offer.
Barclays Bank PLC (Tel: +44 20 3134 8515; Attention: Liability
Management Group ; Email: eu.lm@barclays.com ); Citigroup Global
Markets Limited (Tel: +44 20 7986 8969; Attention: Liability
Management Group ; Email: liabilitymanagement.europe@citi.com );
HSBC Bank plc (Tel: +44 20 7992 6237; Attention: Liability
Management, DCM; Email: LM_EMEA@hsbc.com ) and J.P. Morgan
Securities plc (Tel: +44 20 7134 2468; Attention: EMEA Liability
Management Group; Email: liability_management_EMEA@jpmorgan.com )
are acting as Dealer Managers in respect of the Offers.
Kroll Issuer Services Limited ( Tel: +44 20 7704 0880;
Attention: Owen Morris; Email: pic@is.kroll.com ; Offer Website:
https://deals.is.kroll.com/pic ) is acting as Tender Agent in
respect of the Offer.
This announcement is made by Pension Insurance Corporation 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 Offers described above. For the purposes of UK MAR and the
Implementing Technical Standards, this announcement is made by
Louise Inward, General Counsel at the Company .
LEI: M31AVDIX8NY21MAUQF46
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 comes are required by each of the Company, the Dealer
Managers and the Tender Agent to inform themselves about, and to
observe, any such restrictions.
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END
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(END) Dow Jones Newswires
November 13, 2023 08:41 ET (13:41 GMT)
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