REG - UK Govt. Invs. Ltd - Disposal of shares in NatWest for £ 1.1bn in total

Argo InvestmentsAnnouncement

11/05/2021 08:05

RNS Number : 1981Y
  
UK Government Investments Limited
  
11 May 2021
  
 

NOT FOR DISTRIBUTION IN OR TO THE UNITED STATES (OR for the account or benefit of, U.S. Persons), CANADA, AUSTRALIA, SOUTH AFRICA, JAPAN OR IN ANY OTHER JURISDICTION IN WHICH, OR TO PERSONS IN ANY JURISDICTION TO WHOM, SUCH DISTRIBUTION WOULD BE PROHIBITED BY APPLICABLE LAW
11 May 2021
UK Government Investments Limited ("UKGI")
Disposal of shares in NatWest Group plc for £ 1.1bn in total
Further to its announcement on 10 May 2021, UKGI announces the successful completion of the disposal of part of HM Treasury's shareholding in NatWest Group plc (the "Company").  The disposal was effected by way of a placing (the "Placing") of 580,000,000 ordinary shares with a nominal value of £1.00 each (the "Placing Shares") through an accelerated bookbuilding process to institutional investors.
The Placing price was 190 pence per Placing Share (the "Placing Price").  The proceeds from the sale of the Placing Shares will be £1.1 billion.
As a result of the Placing, the shareholding of HM Treasury has decreased from 6,918,753,194 ordinary shares, representing approximately 59.8% of the issued ordinary share capital of the Company, to 6,338,753,194 ordinary shares, representing approximately 54.8% of the issued ordinary share capital.
Subject to certain exceptions, UKGI and HM Treasury have undertaken to the Bookrunners named below not to sell further ordinary shares of the Company for a period of 90 calendar days following the completion of the Placing without the prior written consent of a majority (by participation) of the Bookrunners.
Settlement and delivery of the Placing Shares is expected to take place on 13 May 2021.
Barclays Bank PLC, Citigroup Global Markets Limited, Goldman Sachs International and Morgan Stanley & Co. International plc acted as joint bookrunners (the "Bookrunners") in connection with the Placing.
N.M. Rothschild & Sons Limited ("Rothschild & Co") acted as Capital Markets Adviser to UKGI on the Placing. Freshfields Bruckhaus Deringer LLP acted as legal counsel to UKGI in respect of English and US law.
Contacts:
UKGI Press Office: Frances Collier-Wright, +447971610050
Tavistock Communications: Lulu Bridges, +447831170 364; Heather Armstrong, +447929116860; Katie Hopkins, +447912492133 
This announcement is for information purposes only and does not constitute or form a part of an offer to sell or a solicitation of an offer to purchase any securities of the Company in the United States or in any other jurisdiction where such offer or solicitation is unlawful. The Placing Shares have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or any applicable state or foreign securities laws and may not be offered or sold in the United States or for the account or benefit of, U.S. Persons (as defined in Regulation S under the Securities Act) absent registration or an exemption from the registration requirements of the Securities Act. There was no public offering of securities in the United States.
Neither this announcement nor any copy of it may be taken, transmitted or distributed, directly or indirectly in or into the United States, Canada, Australia, South Africa, Japan or any other state or jurisdiction in which such action would be unlawful. Any failure to comply with this restriction may constitute a violation of United States, Canadian, South Africa, Australian, Japanese or other applicable securities laws.
Barclays Bank PLC, Citigroup Global Markets Limited, Goldman Sachs International and Morgan Stanley & Co. International plc, each of which is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority in the United Kingdom, are acting on behalf of HM Treasury and UKGI and no one else in connection with any offering of the Placing Shares and will not be responsible to any other person for providing the protections afforded to any of their respective clients or for providing advice to any other person(s) in relation to any offering of the Placing Shares. None of the Bookrunners will regard any other person as its client in relation to the offering of the Placing Shares. No representation or warranty, express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by any of the Bookrunners and / or by any of their respective directors, officers, employees, affiliates and / or agents as to or in relation to, the accuracy, completeness or sufficiency of this announcement or any other written or oral information made available to or publicly available to any interested party or its advisers in connection with HM Treasury, UKGI, the Company, the Placing Shares, the Placing and / or any of the arrangements described herein, and any liability therefor is expressly disclaimed.
Rothschild & Co, which is authorised and regulated by the Financial Conduct Authority in the United Kingdom, is acting on behalf of UKGI and no one else in connection with any offering of the Placing Shares and will not be responsible to any other person for providing the protections afforded to Rothschild & Co's clients or for providing advice to any other person(s) in relation to any offering of the Placing Shares. Rothschild & Co will not regard any other person as its client in relation to the offering of the Placing Shares. No representation or warranty, express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by Rothschild & Co and/or by any of its directors, officers, employees, affiliates and/or agents as to or in relation to, the accuracy, completeness or sufficiency of this announcement or any other written or oral information made available to or publicly available to any interested party or its advisers in connection with HM Treasury, UKGI, the Company, the Placing Shares, the Placing and/or any of the arrangements described herein, and any liability therefor is expressly disclaimed.
No Placing Shares will be available to any investor whose purchase of such Placing Shares, whether on its own account or as a fiduciary or agent for one or more investor accounts, would require regulatory consent in any jurisdiction (including, without limitation, under the UK Financial Services and Markets Act 2000).

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