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RNS Number : 8324F Qatar International Islamic Bank 26 September 2024
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION DIRECTLY OR INDIRECTLY 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 OF AMERICA AND THE DISTRICT OF COLUMBIA) (THE
"UNITED STATES") OR TO ANY U.S. PERSON (AS DEFINED BELOW) OR IN OR INTO ANY
OTHER JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS
ANNOUNCEMENT.
THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT QUALIFIED OR
MAY HAVE QUALIFIED AS INSIDE INFORMATION WITHIN THE MEANING OF ARTICLE 7 OF
(I) THE MARKET ABUSE REGULATION (EU) 596/2014 AND (II) THE MARKET ABUSE
REGULATION (EU) 596/2014 AS IT FORMS PART OF DOMESTIC LAW BY VIRTUE OF
THE EUROPEAN UNION (WITHDRAWAL) ACT 2018.
26 September 2024
QATAR INTERNATIONAL ISLAMIC BANK (Q.P.S.C.) ANNOUNCES RESULTS OF ITS TENDER
OFFER TO PURCHASE EXISTING CERTIFICATES FOR CASH
Qatar International Islamic Bank (Q.P.S.C.) (the "Offeror") announces today
the results of its invitation to holders of QIIB Tier 1 Sukuk Limited's
outstanding U.S.$300,000,000 Additional Tier 1 Capital Certificates (ISIN:
XS2077741978) (the "Existing Certificates") to tender such Existing
Certificates for purchase by the Offeror for cash (such invitation being, the
"Offer").
The Offer was announced on 19 September 2024 and was made subject to the terms
and conditions of the Offer described in a tender offer memorandum dated 19
September 2024 (the "Tender Offer Memorandum").
Capitalised terms used and not otherwise defined in this announcement have the
meanings given in the Tender Offer Memorandum, including the New Financing
Condition.
The Expiration Deadline for the Offer was 16.00 hours (London time) on 25
September 2024.
As at the Expiration Deadline, the Offeror had received valid tenders for
purchase of an aggregate face amount of U.S.$178,088,000 of the Existing
Certificates, pursuant to the Offer. The Offeror will (subject to satisfaction
or waiver of the New Financing Condition) accept all valid tenders of the
Existing Certificates for purchase without scaling.
The Purchase Price the Offeror will pay for those Existing Certificates
validly tendered and accepted for purchase pursuant to the Offer is 100 per
cent. of their aggregate face amount and the Offeror will also pay Accrued
Periodic Distribution Amounts in respect of such Existing Certificates.
A summary of the final results of the Offer appears below, as reported by the
Tender and Information Agent:
The Offer
Description of Existing Certificates Issuer ISIN Aggregate face amount validly tendered Aggregate face amount accepted for purchase Purchase Price 1 (#_ftn1)
U.S.$300,000,000 Additional Tier 1 Capital Certificates QIIB Tier 1 Sukuk Limited XS2077741978 U.S.$178,088,000 U.S.$178,088,000 100 per cent.
Settlement of the purchase of the relevant Existing Certificates (subject to
satisfaction or waiver of the New Financing Condition) is expected to take
place on 2 October 2024, after which U.S.$121,912,000 in aggregate face amount
of the Existing Certificates will remain outstanding.
The Offer has now expired and no further Existing Certificates can be tendered
for purchase.
All Existing Certificates accepted for purchase pursuant to the Offer will be
cancelled by the Offeror and will not be reissued or resold.
Questions and requests for assistance in connection with the Offer may be
directed to the Dealer Managers and the Tender and Information Agent.
Dealer Managers
Citigroup Global Markets Limited
Citigroup Centre
Canada Square
Canary Wharf
London E14 5LB
United Kingdom
Telephone: +44 (0) 20 7986 8969
Attention: Liability Management Group
Email: liabilitymanagement.europe@citi.com
Emirates NBD Bank PJSC
P.O. Box 777
Dubai
United Arab Emirates
Telephone: +971 (0) 4 303 2800
Attention: Debt Capital Markets
Email: dcmsf@emiratesnbd.com
HSBC Bank plc
8 Canada Square
London E14 5HQ
United Kingdom
Telephone: +44 (0) 20 7992 6237
Attention: Liability Management, DCM
Email: lm_emea@hsbc.com
Standard Chartered Bank
7th Floor Building One, Gate Precinct
Dubai International Financial Centre
P.O. Box 999
Dubai
United Arab Emirates
Telephone: +44 20 7885 5739 / +852 3983 8658 / +65 6557 8286
Attention: Liability Management Group
Email: Liability_Management@sc.com
Tender and Information Agent
Sodali & Co.
In London In Hong Kong
The Leadenhall Building 29/F, No. 28 Stanley Street
122 Leadenhall Street Central, Hong Kong
London Telephone: +852 2319 4130
EC3V 4AB
United Kingdom Email: qiib@investor.sodali.com
Telephone: +44 20 4513 6933 Transaction Website: https://projects.sodali.com/qiib
(https://projects.sodali.com/qiib)
DISCLAIMER
This announcement must be read in conjunction with the Tender Offer
Memorandum. No offer or invitation to acquire or exchange 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 and Information Agent to inform themselves about, and
to observe, any such restrictions (see also "Offer and Distribution
Restrictions" in the Tender Offer Memorandum).
This announcement is released by Qatar International Islamic Bank
(Q.P.S.C.)and contains information that qualified or may have qualified as
inside information for the purposes of Article 7 of (i) the Market Abuse
Regulation (EU) 596/2014 (EU MAR) and (ii) the Market Abuse Regulation (EU)
596/2014 (UK MAR) as it forms part of domestic law by virtue of the European
Union (Withdrawal) Act 2018, encompassing information relating to the Offer
described above. For the purposes of EU MAR and UK MAR and the
Implementing Technical Standards, this announcement is made by Hossam Khattab,
Chief Financial Officer at the Offeror.
None of the Dealer Managers, the Tender and Information Agent or any of their
respective directors, officers, employees, agents or affiliates assumes any
responsibility for (i) the accuracy or completeness of the information
concerning the Offeror, the Issuer, the Existing Certificates or the Offer
contained in this announcement or in the Tender Offer Memorandum; or (ii)
any acts or omissions of the Issuer, the Offeror or any other person in
connection with this announcement, the Tender Offer Memorandum, the Offer or
the New Certificates. None of the Dealer Managers, the Tender and Information
Agent or any of their respective directors, officers, employees, agents or
affiliates assumes any responsibility for any failure by the Offeror to
disclose information with regard to the Offeror, the Issuer or the Existing
Certificates which is material in the context of the Offer and which is not
otherwise publicly available.
1 (#_ftnref1) QIIB will also pay, on all Existing Certificates
accepted for purchase, Accrued Periodic Distribution Amounts from, and
including, the Periodic Distribution Date for the Existing Certificates
immediately preceding the Settlement Date up to, but excluding, the Settlement
Date.
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