11 Jan 2013 10:37
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO, OR TO ANY PERSON RESIDENT AND/OR LOCATED IN, ANY JURISDICTION WHERE SUCH RELEASE, PUBLICATION OR DISTRIBUTION IS UNLAWFUL
JANUARY 11, 2013
THE ROYAL BANK OF SCOTLAND PLC CASH TENDER OFFER FOR CERTAINU.S. DOLLAR SECURITIES: ANNOUNCEMENT OF FINAL RESULTS
On January 3, 2013, The Royal Bank of Scotland plc (the "Offeror") invited holders of the securities listed below (the "Securities") to tender any and all of their Securities for purchase by the Offeror for cash (the "Offers") on the terms of, and subject to the conditions contained in, a tender offer memorandum dated January 3, 2013 (the "Tender Offer Memorandum"). Capitalized terms not otherwise defined in this announcement have the same meaning as assigned to them in the Tender Offer Memorandum.
Further to such invitation, the Offeror announced at 9.30 a.m. (New York City time) on January 10, 2013 the Fixed Rate Purchase Price in respect of each series of Fixed Rate Securities.
The Offers expired at 12:30 p.m. (New York City time) on January 10, 2013. The Offeror hereby informs Holders that the aggregate principal amount of each series of Securities validly tendered and to be accepted for purchase is set out in the table below, and each Holder who validly tendered and had its securities accepted is entitled to receive on the Settlement Date, which is expected to be January 14, 2013, the applicable Purchase Price plus the applicable Accrued Interest.
| Title ofFloating Rate Note | ISIN | CUSIP | Principal Amount Outstanding | Floating Rate Purchase Price* | Aggregate Principal Amount Accepted for Purchase | |||||
| Floating Rate Notes due 2013 | US78010XAF87 | 78010XAF8 | U.S.$492,313,000 | U.S.$1,014.50 per U.S.$1,000 in principal amount | U.S.$361,890,000 | |||||
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Title of Fixed Rate Note | ISIN | CUSIP | Principal Amount Outstanding | Fixed Spread | Fixed Rate Purchase Price* | Aggregate Principal Amount Accepted for Purchase | |||||
3.400% Senior Notes due 2013 | US78010XAD30 | 78010XAD3 | U.S.$1,073,055,000 | +10 basis points | U.S.$1,018.53 | U.S.$245,607,000 | |||||
3.250% Senior Notes due 2014 | US78010XAJ00 | 78010XAJ0 | U.S.$252,822,000 | +40 basis points | U.S.$1,025.68 | U.S.$89,692,000 | |||||
4.875% Senior Notes due 2014 | US78010KCV98(Reg. S)US78010JCV26 (Rule 144A) | 78010KCV9 (Reg. S)78010JCV2 (Rule 144A) | U.S.$1,532,382,000 | +60 basis points | U.S.$1,064.40 | U.S.$364,843,000 | |||||
4.875% Senior Notes due 2015 | US78010XAC56 | 78010XAC5 | U.S.$1,198,792,000 | +65 basis points | U.S.$1,082.75 | U.S.$328,087,000 | |||||
5.000% Senior Notes due 2015 | XS0497714526 | N/A | U.S.$171,801,000 | +65 basis points | U.S.$1,091.75 | U.S.$119,592,000 | |||||
3.950% Senior Notes due 2015 | US78010XAG60 | 78010XAG6 | U.S.$1,158,364,000 | +80 basis points | U.S.$1,073.48 | U.S.$167,278,000 | |||||
* Per U.S.$1,000 principal amount. In addition to the Floating Rate Purchase Price or the Fixed Rate Purchase Price, as applicable, Holders will receive accrued and unpaid interest (if any) on the relevant Securities from (and including) the immediately preceding interest payment date for such Securities to (but excluding) the Settlement Date.
FURTHER INFORMATION
Global Bondholder Services Corporation has been appointed by the Offeror as Tender Agent (the "Tender Agent") for the purposes of the Tender Offer.
RBS Securities Inc., an affiliate of the Offeror, has been appointed as Global Arranger and Lead Dealer Manager in connection with the Offers. J.P. Morgan Securities LLC and RBS Securities Inc. have been appointed as Joint Dealer Managers and ABN AMRO Securities (USA) LLC, Credit Agricole Securities (USA) Inc. and Mediobanca - Banca di Credito Finanziario S.p.A. have been appointed as Co-Dealer Managers for the purposes of the Offers.
Requests for information in relation to the Offers should be directed to:
GLOBAL ARRANGER AND LEAD DEALER MANAGER
RBS Securities Inc.600 Washington BoulevardStamford, CT 06901United StatesAttention: Liability Management+1 (203) 897-4825 (collect)+1 (877) 297-9832 (toll-free)
JOINT DEALER MANAGERS
RBS Securities Inc.600 Washington BoulevardStamford, CT 06901United StatesAttention: Liability Management+1 (203) 897-4825 (collect)+1 (877) 297-9832 (toll-free) | J.P. Morgan Securities LLC 383 Madison Avenue New York, NY 10179 United States Attention: Liability Management +1 (212) 834-2494 (collect) +1 (866) 834-4666 (toll-free)Email: yankee.team@jpmorgan.com |
TENDER AGENT
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GLOBAL BONDHOLDER SERVICES CORPORATION65 Broadway - Suite 404 New York, New York 10006 United States Banks and Brokers, Call Collect: +1 (212) 430-3774 All Others Call Toll Free: +1 (866) 924-2200
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NOTICE
Subject to applicable law, the Offeror or any of its affiliates may at any time and from time to time following completion of the Offers purchase remaining outstanding Securities by tender, in the open market, by private agreement or otherwise on such terms and at such prices as the Offeror, or if applicable, its affiliates may determine. Such terms, consideration and prices may be more or less favorable than those offered pursuant to the Offers.