Last checked at 27 Apr 2012 11:34
Man Group plc announces results of its offer for its outstanding €600,000,000 6.00 per cent. Notes due 2015
NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES, 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 TO ANY U.S. PERSON (AS DEFINED IN REGULATION S UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED) OR TO ANY PERSON LOCATED AND/OR RESIDENT IN ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT.
27 April 2012. Further to its announcement dated 16 April 2012, Man Group plc (the Company) now announces the final results in respect of the invitation by the Company to holders of its outstanding €600,000,000 6.00 per cent. Notes due 2015 (ISIN: XS0488168351) (the Senior Notes) to tender their Senior Notes for purchase by the Company for cash (the Offer).
The Offer was announced on 16 April 2012, and was made on the terms and subject to the conditions contained in the tender offer memorandum dated 16 April 2012 (the Tender Offer Memorandum) prepared by the Company. Capitalised terms used in this announcement but not defined herein have the meanings given to them in the Tender Offer Memorandum.
The Expiration Deadline for the Offer was 5.00 p.m. (London time) on 26 April 2012.
Results of the Offer
As at the Expiration Deadline, €165,001,000 in aggregate principal amount of Senior Notes had been validly tendered for purchase. Pursuant to the terms and subject to the conditions contained in the Tender Offer Memorandum, the Company has decided to accept all valid tenders of Senior Notes for purchase.
A summary of the final results for the Offer appears below:
Aggregate Principal Amount tendered | Aggregate Principal Amount accepted | Purchase Price | Accrued Interest |
€165,001,000 | €165,001,000 | €1,090 per €1,000 | 1.1803 per cent. |
The Settlement Date in respect of those Senior Notes accepted for purchase is expected to be 30 April 2012. Following settlement of the Offer, €216,165,000 in aggregate principal amount of the Senior Notes will remain outstanding.
Implications for the Company's Pre-Tax Profit and Loss, Gross Debt, Cash and Regulatory Capital
The Company expects to register a one-off pre-tax finance expense of approximately U.S.$20 million to reflect the effect of buying back the Senior Notes at a premium to the carrying book value. Following the buyback of the Senior Notes, the Company's annualised pre-tax gross interest expense will reduce by approximately U.S.$13 million, cash resources will reduce by approximately U.S.$240 million, and gross debt will reduce by approximately U.S.$217 million. The Senior Notes do not qualify as regulatory capital, therefore the buyback of the Senior Notes will have no effect on the Company's regulatory capital position.
BNP Paribas, Credit Suisse Securities (Europe) Limited and The Royal Bank of Scotland plc are acting as Dealer Managers and Lucid Issuer Services Limited is acting as Tender Agent for the Offer.
THE DEALER MANAGERS | ||
BNP Paribas10 Harewood AvenueLondon NW1 6AAUnited Kingdom Telephone: + 44 20 7595 8668 Attention: Debt Restructuring Group Email:liability.management@bnpparibas.com | Credit Suisse Securities (Europe) LimitedOne Cabot SquareLondon E14 4QJUnited Kingdom Telephone: +44 20 7883 8763 Attention: Andrew Burton Email:liability.management@credit-suisse.com | The Royal Bank of Scotland plc135 BishopsgateLondon EC2M 3URUnited Kingdom Telephone: +44(0) 20 7085 3781 Attention: Liability Management Group Email: liabilitymanagement@rbs.com |
THE TENDER AGENT | ||
Lucid Issuer Services LimitedLeroy House436 Essex RoadLondon N1 3QPUnited Kingdom Telephone: +44 20 7704 0880Attention: David Shilson / Paul KammingaEmail: mangroup@lucid-is.com | ||
DISCLAIMER This announcement must be read in conjunction with the Tender Offer Memorandum. No offer or invitation to acquire or sell 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 Company, the Dealer Managers and the Tender Agent to inform themselves about and to observe any such restrictions.