Banco Bilbao Vizcaya Argentaria SA Offer of securities convertible into shares_2 (3108S)
07 Julio 2020 - 11:20AM
UK Regulatory
TIDMBVA
RNS Number : 3108S
Banco Bilbao Vizcaya Argentaria SA
07 July 2020
Banco Bilbao Vizcaya Argentaria, S.A. ("BBVA"), in compliance
with the Securities Market legislation, and further to the inside
information published today, hereby proceeds to notify the
following:
OTHER RELEVANT INFORMATION
BBVA has agreed to carry out an issue of preferred securities
contingently convertible into newly issued ordinary shares of BBVA
with exclusion of pre-emptive subscription rights for shareholders
(the "Securities") for a total nominal amount of 1,000,000,000
euros (the "Issuance").
Once fully paid-up, the Securities are expected to qualify as
Additional Tier 1 Capital of BBVA and its Group pursuant to the
applicable solvency regulations.
The remuneration of the Securities, whose payment is
discretionary and subject to certain conditions, has been set at 6%
on an annual basis until 15 January 2026. After that, it will be
reviewed in accordance with the applicable terms and conditions of
the Issuance by applying a margin of 645.6 basis points on the
5-year Mid-Swap Rate.
The Issuance is in no event directed towards retail investors,
without prejudice to the additional sales restrictions set out in
the terms and conditions of the Issuance.
BBVA will request the listing of the Securities on AIAF Mercado
de Renta Fija.
Furthermore, BBVA informs that, for the purposes set out in
articles 414, 417 and 511 of the Corporate Enterprises Act, the
directors' report and the report of the independent expert/auditor
of accounts different from BBVA's auditor, both related to the
Issuance, have been issued. These reports will be available to
shareholders through their publication on BBVA's website
(www.bbva.com) on the Issuance closing date (expected to take place
on 15 July 2020) and will be reported to the first General
Shareholders' Meeting to be held after the Issuance.
Madrid, 7 July 2020
Important information:
This announcement does not constitute or form part of an offer
of securities for sale in the United States or any other
jurisdiction. The Securities have not been and will not be
registered under the U.S. Securities Act of 1933, as amended (the
"Securities Act"), and may not be offered or sold in the United
States absent registration or an exemption from the registration
requirements of the Securities Act. No money, securities or other
consideration from any person inside the United States is being
solicited and, if sent in response to the information contained in
this announcement, will not be accepted. Further restrictions apply
in, among other jurisdictions, Spain, the United Kingdom, Italy,
Belgium, Singapore, Hong Kong, Canada and Switzerland.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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