REG - UK Govt. Invs. Ltd NatWest Group plc - Extension to the trading plan in NatWest Group plc

NatwestAnnouncement

03/04/2023 07:15

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RNS Number : 1027V  UK Government Investments Limited  03 April 2023

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3 April 2023

UK Government Investments Limited ("UKGI")

Extension to the trading plan in NatWest Group plc

UKGI today announces that it has agreed to extend the sale of part of His
Majesty's Treasury's ("HM Treasury") shareholding in NatWest Group plc (the
"Company") under the trading plan announced on 22 July 2021 and extended on 22
June 2022 (the "Trading Plan"). Following the extension, the Trading Plan will
now terminate no later than 11 August 2025 instead of 11 August 2023 (unless
further extended).

The Trading Plan will continue to be managed by Morgan Stanley & Co.
International plc ("Morgan Stanley"). Under the Trading Plan, Morgan Stanley
will have full discretion to continue to effect a measured and orderly sell
down of ordinary shares in the Company (the "Shares") on behalf of HM
Treasury.

The Trading Plan will continue to include provisions that (a) HM Treasury's
intention is that up to, but no more than, 15% of the aggregate total trading
volume in the Company will be sold during the two year extension of the
Trading Plan announced today, and (b) Shares may not be sold under the Trading
Plan below a price per Share that UKGI and HM Treasury determine represents
fair value and delivers value for money for the taxpayer throughout the term
of the Trading Plan. The actual number of Shares sold on any day under the
Trading Plan will depend on market conditions, among other factors.

Since it was established, HM Treasury has realised proceeds of approximately
£3.7 billion in total under the Trading Plan. HM Treasury currently owns
3,983,059,856 Shares, which represents approximately 41.5% of voting rights in
the Company.  HM Treasury's percentage of voting rights may increase if
Shares are purchased by the Company under its ongoing share buyback
programme.  Any such increases will be offset (in whole or in part) by any
sale of Shares under the Trading Plan.

UKGI and HM Treasury will keep other disposal options under active
consideration, including by way of directed buybacks and/or accelerated
bookbuilds when market conditions permit. The decision to extend the Trading
Plan does not preclude HM Treasury from executing such other disposals that
achieve value for money for taxpayers, including during the term of the
Trading Plan.

Goldman Sachs International is acting as Privatisation Adviser to UKGI.
Freshfields Bruckhaus Deringer LLP is acting as legal counsel to UKGI in
respect of English and US law.

 

Contacts:

HM Treasury Press Office: +44 20 7270 5238

UKGI Press Office (for UKGI related matters): Frances Collier-Wright,
+447971610050

The Panel on Takeovers and Mergers has confirmed that any increases in HM
Treasury's percentage of voting rights as a result of share buybacks by the
Company will not carry any consequences under Rule 9 of the City Code on
Takeovers and Mergers.

This press release is for information purposes only and does not constitute or
form a part of an offer to sell or a solicitation of an offer to purchase any
security of the Company in the United States or in any other jurisdiction
where such offer or solicitation is unlawful. The securities of the Company
described in this press release have not been and will not be registered under
the U.S. Securities Act of 1933, as amended (the "Securities Act"), or any
applicable state or foreign securities laws and may not be offered or sold in
the United States absent registration or an exemption from the registration
requirements of the Securities Act. There shall be no public offering of
securities in the United States or any other jurisdiction.

Goldman Sachs International and Morgan Stanley & Co. International plc
(together, the "Banks") are authorised by the Prudential Regulation Authority
and regulated by the Financial Conduct Authority and the Prudential Regulation
Authority in the United Kingdom. Goldman Sachs International is acting on
behalf of UKGI and no one else in connection with the Trading Plan and Morgan
Stanley & Co. International plc is acting on behalf of HM Treasury and
UKGI and no one else in connection with the Trading Plan; accordingly neither
Bank will be responsible to any other person for providing the protections
afforded to any of their respective clients or for providing advice to any
other person in relation to the Trading Plan. Neither of the Banks will regard
any other person as its client in relation to the Trading Plan. No
representation or warranty, express or implied, is or will be made as to, or
in relation to, and no responsibility or liability is or will be accepted by
either of the Banks or by any of their respective affiliates or agents as to
or in relation to, the accuracy, completeness or sufficiency of this
announcement or any other written or oral information made available to or
publicly available to any interested party or its advisers in connection with
HM Treasury, UKGI, the Company, the Trading Plan or any of the arrangements
described herein, and any liability therefore is expressly disclaimed.

 

 

 

 

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