Investec Limited
Incorporated in the Republic of South Africa
Registration number 1925/002833/06
JSE share code: INL
JSE hybrid code: INPR
JSE debt code: INLV
NSX share code: IVD
BSE share code: INVESTEC
ISIN: ZAE000081949
LEI: 213800CU7SM6O4UWOZ70
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Investec plc
Incorporated in England and Wales
Registration number 3633621
LSE share code: INVP
JSE share code: INP
ISIN: GB00B17BBQ50
LEI: 2138007Z3U5GWDN3MY22
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NOT
FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN
THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS, ANY STATE OF
THE UNITED STATES OR THE DISTRICT OF COLUMBIA (INCLUDING PUERTO
RICO, THE US VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND
THE NORTHERN MARIANA ISLANDS) OR IN OR INTO OR TO ANY PERSON
LOCATED OR RESIDENT IN ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL
TO DISTRIBUTE THIS ANNOUNCEMENT (SEE "OFFER AND DISTRIBUTION
RESTRICTIONS" IN THE TENDER OFFER MEMORANDUM (AS DEFINED
BELOW))
As part of the dual listed company
structure, Investec plc and Investec Limited notify both the London
Stock Exchange and the JSE Limited of matters which are required to
be disclosed under the Listing Rules of the United Kingdom
Financial Conduct Authority and/or the JSE Listing
Requirements.
29 February 2024
RESULTS
ANNOUNCEMENT
Investec plc announces
results of its Tender Offer for its £250,000,000 Fixed Rate Reset
Perpetual Additional Tier 1 Write Down Capital
Securities
Investec plc (the "Company") announces herein the results
of its invitation to holders of its £250,000,000 Fixed Rate Reset
Perpetual Additional Tier 1 Write Down Capital Securities
(ISIN: XS1692045864) (the "Securities")
to tender such Securities for purchase by the Company for cash (the
"Offer").
The Offer was made on the terms and
subject to the conditions contained in a tender offer memorandum
dated 21 February 2024 (the "Tender Offer Memorandum") prepared by
the Company, and was subject to the offer restrictions set out in
the Tender Offer Memorandum. Capitalised terms used in this
announcement but not defined have the meanings given to them in the
Tender Offer Memorandum.
New Financing Condition
The Company confirms that the New
Financing Condition was satisfied on 28 February 2024.
Results of the Offer
The Expiration Deadline for the
Offer was 4.00 p.m. (London time) on 28 February 2024. As at the
Expiration Deadline, £141,892,000 in aggregate principal amount of
the Securities had been validly tendered for purchase pursuant to
the Offer.
The Company announces that it has
decided to accept all valid tenders of Securities for purchase
pursuant to the Offer, with a Final Acceptance Amount equal to
£141,892,000.
A summary of the results of the
Offer appears below:
Description of the
Securities
|
ISIN
|
Purchase
Price
|
Final Acceptance
Amount
|
Fixed
Rate Reset Perpetual Additional Tier 1 Write Down Capital
Securities
|
XS1692045864
|
99.00 per
cent.
|
£141,892,000
|
Settlement of the purchase of the
relevant Securities pursuant to the Offer is expected to take place
on 1 March 2024, after which £108,108,000 in aggregate principal
amount of the Securities will remain outstanding.
|
Dealer
Managers
|
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Citigroup Global Markets
Limited
Citigroup
Centre
33 Canada
Square
Canary
Wharf
London
E14 5LB
Telephone: +44 20 7986 8969
Email:
liabilitymanagement.europe@citi.com
Attention: Liability Management Group
|
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J.P. Morgan Securities
plc
25 Bank
Street
Canary
Wharf
London
E14 5JP
Telephone: +44 20 7134 2468
Email: liability_management_EMEA@jpmorgan.com
Attention: EMEA Liability Management Group
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Lloyds Bank Corporate Markets
plc
10
Gresham Street
London
EC2V 7AE
Telephone: +44 207 158 1726 /
3939
Email: lbcmliabilitymanagement@lloydsbanking.com
Attention: Liability Management
|
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The Tender
Agent
Kroll Issuer Services
Limited
The
Shard
32 London
Bridge Street
London
SE1 9SG
Attention: Owen Morris
Telephone: +44 20 7704 0880
Email:
investec@is.kroll.com
Website:
https://deals.is.kroll.com/investec
|
This announcement is released by
Investec plc and contains information that qualified or may have
qualified as inside information for the purposes of Article 7 of
Regulation (EU) 596/2014 ("MAR"), as it forms part of domestic law
of the United Kingdom by virtue of the European Union (Withdrawal)
Act 2018, as amended ("UK
MAR"), encompassing information relating to the Offer
described above. For the purposes of UK MAR and Article 2 of the
binding technical standards published by the FCA in relation to MAR
as regards Commission Implementing Regulation (EU) 2016/1055, this
announcement is made by David Miller, Company Secretary at Investec
plc.
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
come(s) are required by each of the Company, the Dealer Managers
and the Tender Agent to inform themselves about, and to observe,
any such restrictions.
Date: 29 February
2024
Sponsor: Investec
Bank Limited