REG - Skipton Bldg.Soc. - Result of Tender Offer

Banco Bilbao Vizcaya Argentaria SAAnnouncement

26/10/2023 11:30

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RNS Number : 4131R  Skipton Building Society  26 October 2023

 

Skipton Building Society announces results of its Tender Offer for its
Regulated £600,000,000 Series 2019-1 Floating Rate Covered Bonds due 22
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).

26 October 2023. Skipton Building Society (the Offeror) announces today the
results of its invitation to holders of its outstanding Regulated
£600,000,000 Series 2019-1 Floating Rate Covered Bonds due 22 February 2024
(ISIN: XS1969613055) (the Covered Bonds) to tender their Covered Bonds for
purchase by the Offeror for cash subject to the satisfaction (or waiver) of
the New Financing Condition (the Offer).

The Offer was announced on 18 October 2023 and was made on the terms and
subject to the conditions contained in the tender offer memorandum dated 18
October 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 25
October 2023. As at the Expiration Deadline, the Offeror had received valid
tenders of £441,739,000 in aggregate nominal amount of the Covered Bonds for
purchase pursuant to the Offer.

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 set
the Final Acceptance Amount at £300,000,000 in aggregate nominal amount of
the Covered Bonds, and on the basis of such Final Acceptance Amount it will
accept for purchase Covered Bonds validly tendered for purchase pursuant to
the Offer subject to a Scaling Factor of approximately 67.9253 per cent.

The Offeror will pay for the Covered Bonds accepted for purchase pursuant to
the Offer a cash purchase price equal to 100.21 per cent. of the nominal
amount of the relevant Covered Bonds, together with an Accrued Interest
Payment.

Subject to the satisfaction (or waiver) of the New Financing Condition on or
prior to such date, the expected Settlement Date for the Offer is 30 October
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, £300,000,000 in aggregate nominal amount of the
Covered Bonds will remain outstanding.

Banco Bilbao Vizcaya Argentaria, S.A. (Attention: Liability Management;
Telephone: +44 207 397 6029; Email: liabilitymanagement@bbva.com); Bank of
Montreal, London Branch (Attention: FIG DCM; Telephone: +44 207 664 8062;
Email: LiabilityManagement@bmo.com); Barclays Bank PLC (Attention: Liability
Management Group; Telephone: +44 20 3134 8515; Email: eu.lm@barclays.com);
HSBC Bank plc (Attention: Liability Management, DCM; Telephone: +44 20 7992
6237; Email: LM_EMEA@hsbc.com) and NatWest Markets Plc (Attention: Liability
Management; Telephone: +44 20 7678 5222; Email:
liabilitymanagement@natwestmarkets.com) are acting as Dealer Managers and
Kroll Issuer Services Limited (Attention: David Shilson / Alessandro Zorza;
Telephone: +44 20 7704 0880; Email: skipton@is.kroll.com; Website:
https://deals.is.kroll.com/skipton) is acting as Tender Agent.

This announcement is released by Skipton Building Society 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 Anthony
Chapman, Group Treasurer at the Offeror.

LEI of the Offeror: 66AGRETLUXS4YO5MUH35

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, Skipton Covered Bonds
Limited Liability Partnership, the Dealer Managers and the Tender Agent to
inform themselves about, and to observe, any such restrictions.

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