Final Confirmation & Results of Exchange Offer

International Personal Finance Plc

24 November 2023

 

The information contained herein may only be released, published or distributed in the United Kingdom, the Isle of Man, Jersey and the Bailiwick of Guernsey in accordance with applicable regulatory requirements. The information contained herein is not for release, publication or distribution in or into the United States, Australia, Canada, Japan, South Africa, the Republic of Ireland or in any other jurisdiction where it is unlawful to distribute this document.

THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT QUALIFIED OR MAY HAVE QUALIFIED AS INSIDE INFORMATION WITHIN THE MEANING OF ARTICLE 7(1) OF THE MARKET ABUSE REGULATION (EU) 596/2014 AS IT FORMS PART OF UNITED KINGDOM DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018, AS AMENDED.

SEE "IMPORTANT INFORMATION" BELOW

24 November 2023

International Personal Finance plc

Sterling bonds: Final Terms Confirmation and Results of Exchange Offer

International Personal Finance plc (the "Issuer"), a global financial services provider to financially underserved people, today announces the successful increase in the aggregate principal amount outstanding of its sterling-denominated 12% notes due 12 December 2027 by £30 million, taking the total amount issued through this series of notes to £80 million. The net proceeds of the newly issued notes will be used to support further growth in the Issuer's business.

Summary:

·      holders of £16,842,100 of the Issuer's existing sterling notes due 14 December 2023 have elected to exchange them into the same amount of new 12 per cent. notes due 12 December 2027, pursuant to the exchange offer announced on 2 November 2023 (the "Exchange Offer"); and

·      an additional £13,157,900 of new notes will be issued for cash as Cash Offer New Notes (as defined below) (of which, £4,508,400 of Cash Offer New Notes will be retained in treasury by the Issuer, for possible sale in the future).

The net effect is:

·      prior to the Exchange Offer and new issue, the Issuer had £40,494,800 sterling notes maturing 14 December 2023;

·      once the Exchange Offer and new issue settle, the Issuer will have £23,652,700 sterling notes maturing 14 December 2023 and (excluding for these purposes those notes retained in treasury) £75,491,600 sterling notes maturing 12 December 2027, and will receive £8,014,494 of net cash proceeds; and

·      the total size of the issue of New Notes (as defined below) (including those retained in treasury by the Issuer) is £30,000,000.

Commenting on this transaction, Gary Thompson, Chief Financial Officer, said: "We are pleased to have increased the size of our sterling retail bond issue maturing in December 2027 by £30 million. We have now issued a total of £80 million through these bonds and they represent a very important component of our funding profile as we continue to deliver on our growth ambitions. I would like to thank our existing bondholders who extended and welcome our new bondholders."

Further details are as follows:

This announcement constitutes the Results Announcement referred to in (i) the Final Terms dated 2 November 2023 relating to the proposed issue by the Issuer of sterling-denominated 12 per cent. notes due 2027 for cash (the "Cash Offer New Notes Final Terms" and such notes being the "Cash Offer New Notes"); and (ii) the Final Terms contained in pages 50 to 59 of the Exchange Offer Memorandum dated 2 November 2023 (the "Exchange New Notes Final Terms" and the "Exchange Offer Memorandum") relating to the proposed offer for exchange of the Issuer's outstanding sterling-denominated 7.75 per cent. notes due 2023 (ISIN: XS1998163148) (the "Existing 2023 Notes") for 12 per cent. notes due 2027 ("Exchange New Notes").

This announcement also hereby announces the results of the Exchange Offer referred to in the Exchange Offer Memorandum. This announcement must be read in conjunction with, and as applicable, the Prospectus, the Exchange Offer Memorandum (including the Exchange New Notes Final Terms) and the Cash Offer New Notes Final Terms (in all cases as defined above or below).

The Prospectus and the Exchange Offer Memorandum (including the Exchange New Notes Final Terms) are available for viewing on the website of Kroll Issuer Services Limited (https://deals.is.kroll.com/ipfin). The Cash Offer New Notes Final Terms are available for viewing on the Issuer's website (https://www.ipfin.co.uk/en/investors/debt-funding-information.html).

The Offer Period relating to (i) the offer of Exchange New Notes, and (ii) the offer of Cash Offer New Notes expired at 12:00 noon (London time) on 23 November 2023 and accordingly the Exchange New Notes and the Cash Offer New Notes (together, the "New Notes") can no longer be subscribed for nor be obtained by way of application for exchange. Accordingly, this announcement is not an offer to subscribe, tender, sell or exchange any securities.

The New Notes to be issued will be consolidated together and form a single series with the £50,000,000 12 per cent. Notes due 2027 issued on 12 December 2022, with ISIN XS2551486058 and Common Code 255148605.

The Issuer confirms the following for the purposes of this announcement:

Aggregate Nominal Amount of the New Notes to be issued:	£30,000,000 (of which, £16,842,100 are Exchange New Notes and £13,157,900 are Cash Offer New Notes (which amount includes £4,508,400 being retained in treasury by the Issuer)).
Estimated net proceeds of the offer of the New Notes to be issued:	£24,856,594 (being the aggregate nominal amount of the New Notes (excluding those retained in treasury by the Issuer) at the issue price of 100 per cent. less: (i) the fees payable to the Dealer Manager in respect of both the issuance of the Cash Offer New Notes and the Exchange New Notes; and (ii) the exchange fee of £1.50 for every £100 in nominal amount of Existing 2023 Notes exchanged for Exchange New Notes, payable to the holders of Existing 2023 Notes participating in the Exchange Offer (the "Exchange Fee")).
Estimated expenses relating to the offer of the New Notes to be issued:	£635,006 (being: (i) the fees payable to the Dealer Manager in relation to both the Exchange New Notes and the Cash Offer New Notes; and (ii) the Exchange Fee, in each case deducted as described in "Estimated net proceeds of the offer of the New Notes to be issued" above).

In relation to the Exchange Offer, the aggregate nominal amount of Existing 2023 Notes accepted for exchange by the Issuer is £16,842,100. Accordingly, the aggregate nominal amount of Existing 2023 Notes outstanding after the Exchange Offer will be £23,652,700.

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For further information, please contact:

International Personal Finance plc

Kris Adamski (Group Treasurer)	[phone]
Rachel Moran (Investor Relations Manager)	[phone]

IMPORTANT INFORMATION

This announcement is released by International Personal Finance PLC and contains information that qualified or may have qualified as inside information for the purposes of Article 7 of Regulation (EU) 596/2014 as it forms part of UK domestic law pursuant to the European Union (Withdrawal) Act 2018, as amended ("EUWA") ("UK MAR"), encompassing information relating to an exchange offer, as described above. For the purposes of UK MAR, this announcement is made by Tom Crane for International Personal Finance plc.

The distribution of this announcement and other information in connection with any offer of securities and/or the solicitation of offers for securities in certain jurisdictions may be restricted by law and persons who come into possession of this announcement or any document or other information referred to herein should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any jurisdiction.

This announcement does not constitute or form part of any offer or invitation to sell, or any solicitation of any offer to purchase any securities. This announcement does not constitute and shall not, in any circumstances, constitute a public offering nor an invitation to the public in connection with any offer within the meaning of Regulation (EU) 2017/1129 (the "EU Prospectus Regulation") as it forms part of UK domestic law by virtue of the EUWA (the "UK Prospectus Regulation"). Any offer and sale of any securities will be made in compliance with the requirements of the UK Prospectus Regulation.

Any securities referred to herein will not be registered under the U.S. Securities Act of 1933, as amended. Subject to certain exceptions, such securities may not be offered, sold or delivered within the United States.

Legal Entity Identifier: 213800II1O44IRKUZB59

 

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