REG - Santander UKGrp Hdgs - Result of Tender Offer

NatwestAnnouncement

05/07/2022 13:30

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RNS Number : 3912R  Santander UK Group Holdings PLC  05 July 2022

Santander UK Group Holdings plc announces results of its Tender Offer

for its €1,000,000,000 1.125% Senior Notes due 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 DOMESTIC LAW BY
VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018, AS AMENDED ("UK MAR")

NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT 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 OR THE DISTRICT OF
COLUMBIA OR IN OR INTO ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE,
PUBLISH OR DISTRIBUTE THIS ANNOUNCEMENT

5 July 2022. Santander UK Group Holdings plc (the Offeror) announces today the
results of its invitation to holders of its €1,000,000,000 1.125% Senior
Notes due 2023 (ISIN: XS1487315860) (the Notes) to tender their Notes for
purchase by the Offeror for cash (the Offer).

The Offer was announced on 27 June 2022 and was made on the terms and subject
to the conditions contained in the tender offer memorandum dated 27 June 2022
(the Tender Offer Memorandum). 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 4 July
2022.

As at the Expiration Deadline, the Offeror had received valid tenders of
€340,691,000 in aggregate nominal amount of the Notes for purchase.

The Offeror now announces that it has decided to accept all such Notes validly
tendered pursuant to the Offer, in full with no pro rata scaling.

Pricing for the Offer took place at 11.00 a.m. (London time) today.

A summary of the results of the Offer appears below:

 Aggregate nominal amount of Notes accepted for purchase pursuant to the Offer  Interpolated     Purchase Spread  Purchase Yield   Purchase Price

Mid-Swap Rate
 €340,691,000                                                                   0.874 per cent.  60 bps           1.474 per cent.  99.595 per cent.

The Offeror will also pay an Accrued Interest Payment in respect of the Notes
accepted for purchase pursuant to the Offer.

The expected Settlement Date for the Offer is 6 July 2022. Following
settlement of the Offer, €659,309,000  in aggregate nominal amount of the
Notes will remain outstanding.

Banco Santander, S.A. (Telephone: +44 7418 709 688 / +44 7708 315 191;
Attention: Liability Management; Email: Tommaso.GrosPietro@gruposantander.com
(mailto:Tommaso.GrosPietro@gruposantander.com) /
Alex.Pilkington@gruposantander.com (mailto:Alex.Pilkington@gruposantander.com)
) and NatWest Markets Plc (Telephone: +44 20 7678 5222; Attention: Liability
Management; Email: NWMLiabilityManagement@natwestmarkets.com
(mailto:NWMLiabilityManagement@natwestmarkets.com) ) are acting as Dealer
Managers for the Offer and Kroll Issuer Services Limited (Telephone: +44 20
7704 0880; Attention: Owen Morris; Email: santander@is.kroll.com; Offer
Website: https://deals.is.kroll.com/santander
(https://deals.is.kroll.com/santander) ) is acting as Tender Agent.

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 UK MAR, encompassing information relating to the Offer described
above. For the purposes of UK MAR and Article 2 of Commission Implementing
Regulation (EU) 2016/1055 as it forms part of domestic law by virtue of the
European Union (Withdrawal) Act 2018 (as amended), this announcement is made
by Tom Ranger, Treasurer at Santander UK Group Holdings plc.

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 comes are required by each of the Offeror, the Dealer Managers and
the Tender Agent to inform themselves about, and to observe, any such
restrictions.

 

 

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