REG - TSB Bank PLC TSB Banking Gp - Result of Tender Offer

Banco de Sabadell SAAnnouncement

14/09/2023 11:00

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RNS Number : 4630M  TSB Bank PLC  14 September 2023

TSB Bank plc announces results of its tender offer for its £750,000,000
Series 2019-1 Floating Rate Covered Bonds due February 2024

 

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(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
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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 £750,000,000 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 £250,000,000 (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 £409,815,000 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 £249,999,000 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, £500,001,000 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 plc

 Avenida Óscar Esplá 37                               10 Gresham Street

 03007, Alicante                                      London EC2V 7AE

 Spain                                                United Kingdom

                                                      Telephone: +44 7158 1726 / 1717

 Telephone: +34 91 540 26 95                          Attention: Liability Management

 Attention: Debt Capital Markets                      Email: lbcmliabilitymanagement@lloydsbanking.com

                                                    (mailto:lbcmliabilitymanagement@lloydsbanking.com)
 Email: martinezdemurguiay@bancsabadell.com
 (mailto:martinezdemurguiay@bancsabadell.com)
 NatWest Markets Plc                                  Nomura International plc

 250 Bishopsgate                                      1 Angel Lane

 London EC2M 4AA                                      London EC4R 3AB

 United Kingdom                                       United Kingdom

 Telephone: +44 20 7678 5222                          Telephone: +44 20 7103 2410 / +44 20 7103 2454

 Attention: Liability Management                      Attention: Liability Management Group

 Email: NWMLiabilityManagement@NatWestMarkets.com     Email: liability.management@nomura.com
 (mailto:NWMLiabilityManagement@NatWestMarkets.com)   (mailto:liability.management@nomura.com)

 RBC Europe Limited

 100 Bishopsgate

 London EC2N 4AA

 United Kingdom

 Telephone: +44 20 7029 7161

 Attention: Liability Management

 Email: liability.management@rbccm.com (mailto:liability.management@rbccm.com)

 THE TENDER AGENT
 Kroll Issuer Services Limited

 The Shard

 32 London Bridge Street

 London SE1 9SG

 United Kingdom

 Telephone: +44 20 7704 0880

 Attention: Jacek Kusion

 Email: tsb (mailto:tsb@is.kroll.com) @is.kroll.com (mailto:tsb@is.kroll.com)

 Website: https://deals.is.kroll.com/ (https://deals.is.kroll.com/tsb) tsb
 (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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