RSA Insurance Group Limited Result of Tender Offer (2470N)
28 Septiembre 2021 - 6:41AM
UK Regulatory
TIDMRSAB
RNS Number : 2470N
RSA Insurance Group Limited
28 September 2021
NOT FOR RELEASE, PUBLICATION OR 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 RELEASE, PUBLISH OR DISTRIBUTE
THIS ANNOUNCEMENT.
THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT
QUALIFIED OR MAY HAVE QUALIFIED AS INSIDE INFORMATION FOR THE
PURPOSES OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) 596/2014
AS IT FORMS PART OF UK DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION
(WITHDRAWAL) ACT 2018 (EUWA).
RSA Insurance Group Limited
28 September 2021
ANNOUNCEMENT OF ACCEPTANCE AND RESULTS OF RSA INSURANCE GROUP
LIMITED'S OFFER TO PURCHASE NOTES FOR CASH
On 20 September 2021, RSA Insurance Group Limited (the
"Company") invited holders of its GBP400,000,000 Fixed Rate Reset
Guaranteed Subordinated Notes due 2045 (ISIN: XS1120081283), (the
"Notes") to tender their Notes for purchase by or on behalf of the
Company for cash, subject to certain offer restrictions as
contained in the section "Offer and Distribution Restrictions" of
the Tender Offer Memorandum dated 20 September 2021 (the "Tender
Offer Memorandum") (the "Offer").
The Expiration Deadline for the Offer was 4.00 p.m. (London
time) on 27 September 2021.
As announced in the announcement of indicative results of the
Offer earlier today, as at the Expiration Deadline, the Company had
received valid tenders for purchase in respect of GBP341,539,000 in
aggregate nominal amount of the Notes. The Company hereby announces
the Final Acceptance Amount is GBP240,000,000 in aggregate nominal
amount of the Notes. On the basis of such Final Acceptance Amount,
the Company will accept for purchase Notes validly tendered in the
Offer subject to pro rata scaling at a Scaling Factor of 70.05725
per cent., as further described in the section "The Offer" of the
Tender Offer Memorandum.
Final pricing for the Offer took place at or around 11.00 a.m.
(London time) today. The Purchase Price payable by the Company for
Notes validly tendered and accepted for purchase will be 114.531
per cent.
A summary of the final pricing for the Offer is set out in the
table below:
Benchmark Security Purchase
Rate Spread Purchase Yield Purchase Price
------------------- --------- ------------------------------ ---------------
0.485 per cent. 90 bps 1.385 per cent. (semi-annual) 114.531 per
1.38980 per cent. (annual) cent.
The Company will also pay an Accrued Interest Payment in respect
of Notes accepted for purchase pursuant to the Offer.
The Settlement Date in respect of the Notes accepted for
purchase is expected to be 30 September 2021.
Capitalised terms used and not otherwise defined in this
announcement have the meanings given in the Tender Offer
Memorandum.
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 each of the Company, Royal &
Sun Alliance Insurance Limited, the Dealer Managers and the Tender
Agent to inform themselves about, and to observe, any such
restrictions.
This announcement is released by the Company and contains
information that qualified or may have qualified as inside
information for the purposes of Article 7 of the Market Abuse
Regulation (EU) 596/2014 as it forms part of UK domestic law by
virtue of the EUWA (UK MAR), encompassing information relating to
the Offer described above. For the purposes of UK MAR and the
Implementing Technical Standards, this announcement is made by
Jonathan Cope, General Counsel and Company Secretary of the
Company.
Company LEI: 549300HOGQ7E0TY86138
For further information, please contact:
DEALER MANAGERS
Citigroup Global Markets Limited HSBC Bank plc
Citigroup Centre 8 Canada Square
Canada Square London E14 5HQ
Canary Wharf Telephone: +44 (0)20 7992 6237
London E14 5LB Attention: Liability Management
Telephone: +44 (0) 20 7986 Email: LM_EMEA@hsbc.com
8969
Attn: Liability Management
Group
Email: liabilitymanagement.europe@citi.com
TENDER AGENT
Lucid Issuer Services Limited
The Shard
32 London Bridge Street
London SE1 9SG
Attention: Jacek Kusion
Telephone: +44 207 704 0880
Email: rsa@lucid-is.com
Website: https://deals.lucid-is.com/rsa
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END
RTEUWOARAKUKUAR
(END) Dow Jones Newswires
September 28, 2021 07:41 ET (11:41 GMT)
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