25 Sep 2013 12:04
Nationwide Building Society announces final results of Tender Offersfor certain subordinated securities
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, 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 OR RESIDENT IN THE REPUBLIC OF ITALY OR IN OR INTO ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS DOCUMENT.
25 September 2013. Nationwide Building Society (the Society) announces today the final results of its invitations to holders (the Holders) of the outstanding subordinated securities described in the table below (the Securities) to tender any and all of their Securities for purchase by the Society for cash (the Offers).
The Offers were announced on 27 August 2013 and were made on the terms and subject to the conditions contained in the tender offer memorandum dated 27 August 2013 (the Tender Offer Memorandum) prepared by the Society. Capitalised terms used in this announcement but not defined have the meanings given to them in the Tender Offer Memorandum.
The Non-Institutional-only Expiration Deadline for the Offers was 4.00 p.m. (London time) on 24 September 2013. As stated in its announcement dated 10 September 2013, the Society has decided to accept in full all Securities validly tendered under the Offers by the Non-Institutional-only Expiration Deadline. The table below sets out, in respect of each Series of Securities: (a) the aggregate principal amount of Securities of such Series validly tendered by the Non-Institutional-only Expiration Deadline but after the General Expiration Deadline and accepted for purchase pursuant to the Offers; (b) the total aggregate principal amount of Securities of such Series accepted for purchase pursuant to the Offers; and (c) the aggregate principal amount of Securities of such Series which will remain outstanding following settlement of the Offers on the Non-Institutional-only Settlement Date.
The Non-Institutional-only Settlement Date is expected to be 4 October 2013. On the Non-Institutional-only Settlement Date, the Society will pay, in respect of Securities validly tendered by the Non-Institutional-only Expiration Deadline but after the General Expiration Deadline: (a) a cash purchase price (in respect of each Series, a Purchase Price) equal to the relevant percentage of the principal amount of the relevant Securities, as set out in the table below; and (b) an amount in cash in respect of Accrued Interest equal to the relevant percentage of the principal amount of the relevant Securities, as set out in the table below.
Description and ISINof the Securities | Aggregate principal amount validly tendered by the Non-Institutional-only Expiration Deadline but after the General Expiration Deadline and accepted for purchase pursuant to the Offers | Total aggregate principal amount accepted for purchase pursuant to the Offers | Outstanding aggregate principal amount following settlement on the Non-Institutional-only Settlement Date | Accrued Interest* | Purchase Price |
£30,000,000 6.875 per cent. Permanent Interest Bearing Shares (ISIN: GB0033882084) (first call date: 10 January 2019) | £314,000 | £20,361,000 | £9,639,000 | 1.60666 per cent. of the principal amount of the Securities | 100 per cent. of the principal amount of the Securities |
£60,000,000 7.25 per cent. Permanent Interest Bearing Shares (ISIN: GB0031049215) (first call date: 5 December 2021) | £4,320,000 | £26,735,000 | £33,265,000 | 2.39686 per cent. of the principal amount of the Securities | 100 per cent. of the principal amount of the Securities |
£125,000,000 6.25 per cent. Permanent Interest Bearing Shares (ISIN: GB0033627968) (first call date: 22 October 2024) | £3,602,000 | £81,229,000 | £43,771,000 | 2.81762 per cent. of the principal amount of the Securities | 91 per cent. of the principal amount of the Securities |
£400,000,000 5.769 per cent. Permanent Interest Bearing Share Receipts (ISIN: XS0184519139) (first call date: 6 February 2026) | £12,190,000 | £316,260,000 | £83,740,000 | 0.92492 per cent. of the principal amount of the Securities | 95 per cent. of the principal amount of the Securities |
£100,000,000 7.859 per cent. Permanent Interest Bearing Share Receipts (ISIN: GB0001777886) (first call date: 13 March 2030) | £500,000 | £61,600,000 | £38,400,000 | 0.45216 per cent. of the principal amount of the Securities | 106.50 per cent. of the principal amount of the Securities |
* Accrued Interest in respect of Securities validly tendered by the Non-Institutional-only Expiration Deadline but after the General Expiration Deadline and accepted for purchase pursuant to the Offers
The Royal Bank of Scotland plc (Telephone: +44 20 7085 9972 / Attention: Liability Management Group / Email: liabilitymanagement@rbs.com) is acting as Structuring Adviser and Dealer Manager for the Offers.
Citigroup Global Markets Limited (Telephone: +44 20 7986 8969 / Attention: Liability Management Group / Email: liabilitymanagement.europe@citi.com) and Deutsche Bank AG, London Branch (Telephone: +44 20 7545 8011 / Attention: Liability Management Group / Email: liability.management@db.com) are acting as Dealer Managers for the Offers.
Equiniti Limited is acting as Registrar (Telephone: 0871 384 2050 (if calling from within the UK)** / Attention: Corporate Actions).
Lucid Issuer Services Limited is acting as Tender Agent (Telephone: +44 20 7704 0880 / Attention: David Shilson / Sunjeeve Patel / Email: nationwide@lucid-is.com).
** Lines are open from 8.30 a.m. to 5.30 p.m. (London time) Monday to Friday (except UK public holidays). Calls from within the UK are charged at 8 pence per minute plus network extras. If calling from outside the UK, please call +44 121 415 0259. Calls from outside the UK are charged at the applicable international rate. Different charges may apply to calls from mobile telephones.
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 the Society, the Dealer Managers, the Registrar and the Tender Agent to inform themselves about and to observe any such restrictions.