REG - esure Group plc - esure announces results of Tender Offer

Global Capital MarketsAnnouncement

21/06/2023 10:00

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RNS Number : 4372D  esure Group plc  21 June 2023

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).

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO, OR TO ANY PERSON
LOCATED OR RESIDENT IN, OR AT ANY ADDRESS IN, THE UNITED STATES OF AMERICA,
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 OF AMERICA OR THE DISTRICT OF COLUMBIA (THE
UNITED STATES) OR TO ANY U.S. PERSON (AS DEFINED IN REGULATION S OF THE UNITED
STATES SECURITIES ACT OF 1933, AS AMENDED (THE SECURITIES ACT)) OR IN OR INTO
ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE
THIS ANNOUNCEMENT.

ESURE GROUP PLC ANNOUNCES RESULTS

OF ITS CASH TENDER OFFER

21 June 2023

Further to its announcements dated 13 June 2023, esure Group plc (the Offeror)
announces today the results of its invitation to holders of its outstanding
£125,000,000 6.75 per cent. Subordinated Notes due 2024 (ISIN: XS1155568436)
(the Notes) to tender their Notes for purchase by the Offeror for cash subject
to the satisfaction (or waiver) of the New Issue Condition (such invitation,
the Offer).

The Offer was made on the terms and subject to the conditions contained in the
tender offer memorandum dated 13 June 2023 (together with the Offeror's
subsequent announcement of the Maximum Acceptance Amount dated 13 June 2023,
the Tender Offer Memorandum) prepared by the Offeror in connection with the
Offer. Capitalised terms used but not otherwise defined in this announcement
shall 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 20 June
2023. As at the Expiration Deadline, the Offeror had received valid tenders of
£113,742,000 in aggregate nominal amount of the Notes for purchase pursuant
to the Offer.

The Offeror announces that it has decided to set the Final Acceptance Amount
at £100,000,000 and, therefore, it will accept for purchase Notes validly
tendered pursuant to the Offer subject to application of a Scaling Factor of
89.719 per cent. Settlement of the issue of the New Notes took place on 20
June 2023, and the New Issue Condition has been satisfied.

The Purchase Price the Offeror will pay for those Notes validly tendered and
accepted for purchase pursuant to the Offer is 100.00 per cent. of their
nominal amount, and the Offeror will also pay an Accrued Interest Payment in
respect of such Notes.

Settlement of the purchase of the relevant Notes pursuant to the Offer is
expected to take place on 23 June 2023, after which £25,000,000 in aggregate
nominal amount of the Notes will remain outstanding.

Morgan Stanley & Co. International plc (Telephone: +44 20 7677 5040;
Attention: Liability Management Team, Global Capital Markets; Email:
liabilitymanagementeurope@morganstanley.com
(mailto:liabilitymanagementeurope@morganstanley.com) is acting as the Sole
Dealer Manager for the Offer.

Kroll Issuer Services Limited (Telephone: +44 20 7704 0880; Attention: Thomas
Choquet; Email: esure@is.kroll.com (mailto:esure@is.kroll.com) ; Offer
Website: https://deals.is.kroll.com/esure (https://deals.is.kroll.com/esure) )
is acting as Tender Agent for the Offer.

This announcement is released by the Offeror 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 Peter Bole, Chief Financial
Officer of the Offeror.

LEI: 213800KOI3F5LM54PT80

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/or
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 Sole Dealer
Manager and the Tender Agent to inform themselves about, and to observe, any
such restrictions.

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