REG - Hungary - Tender Offer Final Results

ING Groep NVAnnouncement

14/06/2022 15:45

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RNS Number : 8481O  Hungary  14 June 2022

NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN ANY
JURISDICTION WHERE SUCH DISTRIBUTION WOULD BE UNLAWFUL

June 14, 2022

HUNGARY ANNOUNCES FINAL ACCEPTANCE AMOUNT, SERIES ACCEPTANCE AMOUNTS AND
PRICING FOR THE PURPOSES OF ITS TENDER OFFERS FOR EACH OF ITS OUTSTANDING
U.S.$2,000,000,000 5.375% NOTES DUE 2023 (OF WHICH U.S.$1,517,582,000 IS
OUTSTANDING), U.S.$2,000,000,000 5.750% NOTES DUE 2023 (OF WHICH
U.S.$1,631,160,000 IS OUTSTANDING) AND U.S.$2,000,000,000 5.375% NOTES DUE
2024 (OF WHICH U.S.$1,794,010,000 IS OUTSTANDING).

Further to its announcements on June 7, 2022 and June 14, 2022, Hungary (the
"Offeror"), now announces the final results and pricing for the purposes of
its invitations to eligible holders of its outstanding (a) U.S.$2,000,000,000
5.375% Notes due 2023 (of which U.S.$1,517,582,000 is outstanding) (the
"February 2023 Notes") (ISIN: US445545AH91 / CUSIP: 445545AH9), (b)
U.S.$2,000,000,000 5.750% Notes due 2023 (of which U.S.$1,631,160,000 is
outstanding) (the "November 2023 Notes") (ISIN: US445545AJ57 / CUSIP:
445545AJ5) and (c) U.S.$2,000,000,000 5.375% Notes due 2024 (of which
U.S.$1,794,010,000 is outstanding) (the "March 2024 Notes") (ISIN:
US445545AL04 / CUSIP: 445545AL0) (collectively, the "Notes" and each a
"Series") to tender their Notes for purchase by the Offeror for cash (each an
"Offer" and, together, the "Offers").

The Offers were made on the terms and subject to the conditions set out in the
Offeror's Tender Offer Memorandum dated June 7, 2022 (the "Tender Offer
Memorandum").

Copies of the Tender Offer Memorandum are available from the Information and
Tender Agent as set out below. Capitalized terms used in this announcement but
not defined have the meanings given to them in the Tender Offer Memorandum.

Final Results

The Offeror intends to accept for purchase U.S.$1,188,724,000 in aggregate
nominal amount of the Notes, subject to satisfaction or waiver of the New
Financing Condition on or prior to the Settlement Date.

In respect of the February 2023 Notes, the Offeror now announces that it
intends to accept for purchase U.S.$558,286,000 in aggregate nominal amount of
the February 2023 Notes without proration. The February 2023 Notes Purchase
Price will be U.S.$1,014.95 per U.S.$1,000 in principal amount of the February
2023 Notes. The Offeror will also pay Accrued Interest in respect of the
February 2023 Notes accepted for purchase approximately equal to U.S.$17.17
per U.S.$1,000 in principal amount of the February 2023 Notes.

In respect of the November 2023 Notes, the Offeror now announces that it has
determined that the November 2023 Notes Clearing Spread will be 90 basis
points.  The Series Acceptance Amount in relation to the November 2023 Notes
will be U.S.$479,400,000 and the November 2023 Notes Purchase Price will be
U.S.$1,023.58 per U.S.$1,000 in principal amount of the November 2023 Notes.
The Offeror further announces that it has determined that it will accept for
purchase November 2023 Notes tendered pursuant to valid Non-Competitive Tender
Instructions without proration. The Offeror will not accept for purchase any
November 2023 Notes tendered pursuant to Competitive Tender Instructions. The
Offeror will also pay Accrued Interest in respect of the November 2023 Notes
accepted for purchase approximately equal to U.S.$3.83 per U.S.$1,000 in
principal amount of the November 2023 Notes.

In respect of the March 2024 Notes, the Offeror now announces that it has
determined that the March 2024 Notes Clearing Spread will be 95 basis
points.  The Series Acceptance Amount in relation to the March 2024 Notes
will be U.S.$151,038,000 and the March 2024 Notes Purchase Price will be
U.S.$1,019.62 per U.S.$1,000 in principal amount of the March 2024 Notes.
The Offeror further announces that it has determined that it will accept for
purchase March 2024 Notes tendered pursuant to valid Non-Competitive Tender
Instructions without proration. The Offeror will not accept for purchase any
March 2024 Notes tendered pursuant to Competitive Tender Instructions.  The
Offeror will also pay Accrued Interest in respect of the March 2024 Notes
accepted for purchase equal to U.S.$12.09 per U.S.$1,000 in principal amount
of the March 2024 Notes.

 

A summary of the final pricing of the Notes appears below:

                      Fixed Spread / Clearing Spread  Benchmark Security Rate  Purchase Yield    Purchase Price                                      Series Acceptance Amount  Accrued Interest

 Series
 February 2023 Notes  55 basis points                 2.580 per cent.          3.130 per cent.   U.S.$1,014.95 (per U.S.$1,000 in principal amount)  U.S.$558,286,000          U.S.$17.17 (per U.S.$1,000 in principal amount)
 November 2023 Notes  90 basis points                 3.138 per cent.          4.038 per cent.   U.S.$1,023.58 (per U.S.$1,000 in principal amount)  U.S.$479,400,000          U.S.$3.83 (per U.S.$1,000 in principal amount)
 March 2024 Notes     95 basis points                 3.262 per cent.          4.212 per cent.   U.S.$1,019.62 (per U.S.$1,000 in principal amount)  U.S.$151,038,000          U.S.$12.09 (per U.S.$1,000 in principal amount)

The expected Settlement Date for the Offers is June 16, 2022.

BNP Paribas, Deutsche Bank Aktiengesellschaft, Goldman Sachs Bank Europe SE,
ING Bank N.V., and J.P. Morgan SE are acting as Dealer Managers and Kroll
Issuer Services Limited is acting as Information and Tender Agent.

 

 

 BNP Paribas                                                                   Deutsche Bank Aktiengesellschaft

 16, boulevard des Italiens                                                    Mainzer Landstr. 11-17

 75009 Paris                                                                   60329 Frankfurt am Main

 France                                                                        Germany

                                                                               Tel: +44 20 7545 8011

Attention: Liability Management Group
 Telephone: +33 1 55 77 78 94

 Attention: Liability Management Group

 Email: liability.management@bnpparibas.com
 (mailto:liability.management@bnpparibas.com)
 Goldman Sachs Bank Europe SE                                                  ING Bank N.V.

 Marienturm                                                                    Foppingadreef 7

 Taunusanlage 9-10                                                             1102 BD Amsterdam

 D-60329 Frankfurt am Main                                                     The Netherlands

 Germany

                                                                               In Europe:

                                                                               Tel: +44 20 7767 6784

 Tel.: +44 207 7744836                                                         Email: liability.management@ing.com (mailto:liability.management@ing.com)

 Email: liabilitymanagement.eu@gs.com (mailto:liabilitymanagement.eu@gs.com)   Attention: Liability Management Team

 Attention: Liability Management Group

                                                                               In the United States:

                                                                               Tel: +1 646 424 8972

 J.P. Morgan SE

 Taunustor 1 (TaunusTurm)

 60310 Frankfurt am Main

 Germany

 Tel: +44 20 7134 2468

 Email: em_europe_lm@jpmorgan.com (mailto:em_europe_lm@jpmorgan.com)

 Attention: Liability Management

 THE INFORMATION AND TENDER AGENT
 Kroll Issuer Services Limited

 The Shard

 32 London Bridge Street

 London SE1 9SG

 United Kingdom

 Telephone: +44 (0)20 7704 0880

 Attention: Arlind Bytyqi / Jacek Kusion

 Email: hungary@is.kroll.com

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

 

DISCLAIMER This announcement must be read in conjunction with the Tender Offer
Memorandum. This announcement and the Tender Offer Memorandum contain
important information which should be read carefully before any decision is
made with respect to the Offers. If you are in any doubt as to the contents of
this announcement or the Tender Offer Memorandum or the action you should
take, you are recommended to seek your own financial and legal advice,
including as to any tax consequences, immediately from your stockbroker, bank
manager, solicitor, accountant or other independent financial or legal
adviser. Any individual or company whose Notes are held on its behalf by a
broker, dealer, bank, custodian, trust company or other nominee or
intermediary must contact such entity if it wishes to participate in the
Offers. None of the Dealer Managers, the Information and Tender Agent or the
Offeror makes any recommendation as to whether Noteholders should tender Notes
for purchase pursuant to the Offers.

The Tender Offer Memorandum does not constitute an invitation to participate
in the Offers in any jurisdiction in which, or to any person to or from whom,
it is unlawful to make such invitation or for there to be such participation
under applicable securities laws. The distribution of the Tender Offer
Memorandum in certain jurisdictions may be restricted by law. Persons into
whose possession the Tender Offer Memorandum comes are required by each of the
Offeror, the Dealer Managers and the Information and Tender Agent to inform
themselves about and to observe any such restrictions.

 

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