M&G Plc Final Results of Tender Offers

M&G PLC

17 June 2024

 

M&G plc announces final results of its Tender Offers for its £750,000,000 5.625 per cent. Resettable Dated Tier 2 Notes due 2051, its £600,000,000 5.560 per cent. Resettable Dated Tier 2 Notes due 2055, its £700,000,000 6.340 per cent. Resettable Dated Tier 2 Notes due 2063 and its £500,000,000 6.250 per cent. Resettable Dated Tier 2 Notes due 2068

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS), ANY STATE OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA (the United States) OR IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN ANY OTHER JURISDICTION WHERE OR TO WHOM 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 WITHIN THE MEANING OF ARTICLE 7(1) 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).

17 June 2024. M&G plc (the Company) announces today the final results of its separate invitations to holders of its outstanding: (i) £750,000,000 5.625 per cent. Resettable Dated Tier 2 Notes due 2051 (ISIN: XS1888920276) (the 2051 Notes); (ii) £600,000,000 5.560 per cent. Resettable Dated Tier 2 Notes due 2055 (ISIN: XS1243995302) (the 2055 Notes); (iii) £700,000,000 6.340 per cent. Resettable Dated Tier 2 Notes due 2063 (ISIN: XS1003373047) (the 2063 Notes); and (iv) £500,000,000 6.250 per cent. Resettable Dated Tier 2 Notes due 2068 (ISIN: XS1888925747) (the 2068 Notes and, together with the 2051 Notes, the 2055 Notes and the 2063 Notes, the Notes and each a Series) to tender their Notes for purchase by the Company for cash (each an Offer and together the Offers).

The Offers were announced on 10 June 2024 and were made on the terms and subject to the conditions contained in the Tender Offer Memorandum dated 10 June 2024 (the Tender Offer Memorandum).

Capitalised terms used in this announcement but not otherwise defined have the meanings given to them in the Tender Offer Memorandum.

The Expiration Deadline for the Offers was 4.00 p.m. (London time) on 14 June 2024.

The Company now announces that:

(a)        the Aggregate Consideration Amount is £149,999,794.10;

(b)        the Series Acceptance Amount in respect of each Series will be as set out in the table below;

(c)       it accepts for purchase 2055 Notes validly tendered under the relevant Offer pursuant to Non-Competitive Tender Instructions (being Tender Instructions that did not specify a purchase spread or specified a purchase spread greater than or equal to the relevant Maximum Purchase Spread) subject to pro-ration at the Pro-ration Factor set out in the table below in respect of the 2055 Notes, and does not accept for purchase any 2055 Notes tendered pursuant to Competitive Tender Instructions; accordingly, the Purchase Spread in respect of the 2055 Notes will be the applicable Maximum Purchase Spread, as set out in the table below;

(d)        it does not accept any 2051 Notes, 2063 Notes or 2068 Notes for purchase; and

(e)      pricing of the Offer in respect of the 2055 Notes took place at or around 1.00 p.m. (London time) today, and the Benchmark Security Rate, Purchase Yield and Purchase Price for the 2055 Notes are as set out in the table below.             

Series	Series Acceptance Amount	Purchase Spread	Benchmark Security Rate	Purchase Yield	Purchase Price	Pro-ration Factor
2051 Notes	£0	N/A	N/A	N/A	N/A	N/A
2055 Notes	£161,330,000	230 bps	4.156 per cent.	6.456 per cent.	92.977 per cent.	75.0384 per cent.
2063 Notes	£0	N/A	N/A	N/A	N/A	N/A
2068 Notes	£0	N/A	N/A	N/A	N/A	N/A

The Company will also pay an Accrued Interest Payment in respect of 2055 Notes accepted for purchase pursuant to the relevant Offer.

The Settlement Date in respect of the 2055 Notes accepted for purchase pursuant to the relevant Offer is expected to be 19 June 2024. Following settlement of such Offer and cancellation of the relevant 2055 Notes accepted for purchase pursuant to the relevant Offer, £750,000,000 in aggregate nominal amount of the 2051 Notes, £438,670,000 in aggregate nominal amount of the 2055 Notes, £700,000,000 in aggregate nominal amount of the 2063 Notes, and £500,000,000 in aggregate nominal amount of the 2068 Notes will remain outstanding.

In conjunction with the redemption of the £300,000,000 3.875 per cent. Resettable Dated Tier 2 Notes due July 2049, as announced by the Company on 10 June 2024, settlement of the Offers is expected to reduce the Company's outstanding debt to c. £2.8bn.  On a Q1 pro-forma basis, the M&G Group Solvency leverage ratio is estimated to be 32% and the Solvency II coverage ratio 198%.

HSBC Bank plc (Tel: [phone]; Attention: Liability Management, DCM; Email: [e-mail]) and Merrill Lynch International (Tel: [phone]; Attention: Liability Management Group; Email: [e-mail]) are acting as Dealer Managers in respect of the Offers.

Kroll Issuer Services Limited (Tel: [phone]; Attention: David Shilson / Alessandro Zorza; Email: [e-mail]; Offer Website: https://deals.is.kroll.com/mandg) is acting as Tender Agent in respect of the Offers.

This announcement is made by M&G plc 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 Offers described above. For the purposes of UK MAR and the Implementing Technical Standards, this announcement is made by Charlotte Heiss, General Counsel and Company Secretary at the Company.

LEI: 254900TWUJUQ44TQJY84

DISCLAIMER This announcement must be read in conjunction with the Tender Offer Memorandum. The Offers have now expired and 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.

 

END