REG - Danske Bank A/S - Exchange Offer Results Anouncement (USD)

Frontage HoldingsAnnouncement

22/06/2020 11:35

RNS Number : 6426Q
  
Danske Bank A/S
  
22 June 2020
  
 

NOT FOR DISTRIBUTION IN ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.
 
Danske Bank Announces Results of the Exchange Offer for Any and All of its

U.S.$ 1,500,000,000 5.000 Percent Non-Preferred Senior Notes due 2022
June 22, 2020
Danske Bank A/S (the "Bank") announced today the results of its previously announced offer to exchange any and all of its outstanding U.S.$ 1,500,000,000 5.000 Percent Non-Preferred Senior Notes due 2022 (the "Existing Notes") for (1) new U.S.$-denominated 5.000 Percent Non-Preferred Senior Fixed Rate Resettable Notes due 2023 (the "New Notes") and (2) a cash payment set forth in the table below (the "Exchange Fee") (such offer, the "Exchange Offer"), on the terms and subject to the conditions set forth in the exchange offer memorandum dated June 12, 2020 (the "Exchange Offer Memorandum" and, together with the notice of guaranteed delivery, the "Exchange Offer Documents").  
Based on information provided by D.F. King & Co., Inc., the information and exchange agent for the Exchange Offer, U.S.$ 419,257,000 aggregate principal amount of Existing Notes were validly tendered and not validly withdrawn on or prior to 5:00 p.m., New York City time, on June 19, 2020 (the "Expiration Deadline"). The Bank has accepted all Existing Notes that were validly tendered and not validly withdrawn on or prior to the Expiration Deadline. The following table sets forth certain information relating to the Exchange Offer:




 



Total Consideration(1)



 





Existing Notes 




CUSIP/ ISIN




Principal Amount Outstanding(2)




Principal Amount Tendered




New Notes

(Principal Amount)




Exchange Fee



 






U.S.$ 1,500,000,000

5.000 Percent

Non-Preferred Senior Notes due 2022


23636AAS0
23636BAS8
US23636AAS06
US23636BAS88


U.S.$ 1,500,000,000


U.S.$ 419,257,000


U.S.$ 1,000


U.S.$ 2.00



 
 
 
 
 
 
 
 




 

 
(1)    Total Consideration per U.S.$1,000 principal amount of Existing Notes validly tendered and not validly withdrawn and accepted for exchange, which includes the Exchange Fee of U.S.$2.00 per U.S.$1,000 principal amount of such Existing Notes.
(2)    As of the commencement date of the Exchange Offer.
 
In exchange for each U.S.$1,000 principal amount of Existing Notes validly tendered and accepted for exchange pursuant to the Exchange Offer, holders will receive the total consideration set out in the table above (the "Total Consideration"). No accrued but unpaid interest will be paid on the Existing Notes in connection with the Exchange Offer. However, interest on each New Note will accrue from and include the most recent interest payment date of the tendered Existing Note. The Bank expects to deliver the New Notes and pay the Exchange Fee on June 24, 2020.
The New Notes have not been and will not be registered under the U.S. Securities Act of 1933, as amended, or any other applicable securities laws. The New Notes may not be offered or sold except pursuant to an exemption from or in a transaction not subject to the registration requirements of the U.S. Securities Act of 1933, as amended, and applicable state or other securities laws. 
Danske Bank A/S, J.P. Morgan Securities LLC, BNP Paribas Securities Corp. and BofA Securities, Inc. acted as dealer managers for the Exchange Offer. The information and exchange agent for the Exchange Offer was D.F. King & Co., Inc. Questions regarding the Exchange Offer should be directed to BNP Paribas Securities Corp. at +1 (212) 841-3059 (collect) or +1 (888) 210-4358 (toll-free) or +33 1 55 77 78 94 (Europe) or by email: liability.management@bnpparibas.com, or to BofA Securities, Inc. at +1 (704) 387-3907 (collect) or +1 (888) 292-0070 (toll-free) or +44 20 7996 5420 (London) or by email: DG.LM-EMEA@bofa.com, or to Danske Bank A/S at +45 4514 3233, or to J.P. Morgan Securities LLC at +1 (866) 834-4666 (toll-free) or +1 (212) 834-8553 (collect) or +44 20 7134 2468 (London).
This announcement shall not constitute an offer to purchase or sell or a solicitation to buy or sell any securities. The Exchange Offer was made only pursuant to the Exchange Offer Documents and only in such jurisdictions as permitted under applicable law.
Forward-Looking Statements 
Any statements contained in this document that are not historical facts may be forward-looking statements. Forward-looking statements are generally identified by terminology such as "targets", "believes", "estimates", "expects", "aims", "intends", "plans", "seeks", "will", "may", "anticipates", "would", "could", "continues" or similar expressions or the negatives thereof, but these words are not the exclusive means of identifying forward-looking statements. Such forward-looking statements involve known and unknown risks, uncertainties and other important factors that could cause the actual results, performance or achievements of the Bank and its consolidated subsidiaries, or industry results, to differ materially from any future results, performance or achievements expressed or implied by such forward-looking statements. 
The Bank does not intend, and does not assume any obligation, to update any forward-looking statements contained herein, except as may be required by law. All subsequent written and oral forward-looking statements attributable to the Bank or to persons acting on its behalf are expressly qualified in their entirety by the cautionary statements referred to above.
 
 
This announcement has been issued through the Companies Announcement Service of Euronext Dublin.
 
 


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