Old Mutual plc
Ref 92/13
14 November 2013
RESULTS OF DEBT TENDER OFFER
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 OR TO ANY U.S. PERSON. (SEE "OFFER AND DISTRIBUTION RESTRICTIONS" BELOW)
On 6 November 2013, Old Mutual plc ("Old Mutual") announced its invitations (the "Offers") to the holders of its outstanding €500,000,000 Fixed to Floating Rate Step-Up Option B Undated Subordinated Notes (the "UT2 Notes") and £350,000,000 Perpetual Preferred Callable Securities (the "T1 Notes" and, together with the UT2 Notes, the "Securities" and each a "Series") to tender their Securities for repurchase by Old Mutual for cash for aggregate consideration of up to £175,000,000 (or such greater or lesser amount as Old Mutual may determine, in its sole discretion).
The Offers were made on the terms, and subject to the conditions, contained in the tender offer memorandum dated 6 November 2013 (the "Tender Offer Memorandum") prepared by Old Mutual, and were subject to the offer and distribution restrictions contained therein. Capitalised terms used but not defined in this announcement have the meanings given to them in the Tender Offer Memorandum.
Following the expiration of the Offers at 4.00 p.m. (London time) on 13 November 2013, Old Mutual hereby announces that:
(i) the Total Repurchase Funds Available shall be increased to £176,252,673 from £175,000,000 and all references to the Total Repurchase Funds Available shall be deemed to be to such increased amount;
(ii) it will accept for repurchase valid tenders of UT2 Notes and T1 Notes pursuant to the UT2 Notes Offer and T1 Notes Offer respectively on the following pricing and acceptance terms:
Description of the Securities |
Common code/ISIN |
Acceptance Amount |
Repurchase Price |
€500,000,000 Fixed to Floating Rate Step-Up Option B Undated Subordinated Notes
|
023428466 / XS0234284668 |
€120,835,000 |
€1,020 per €1,000 in principal amount of UT2 Notes Determined as set out in the Tender Offer Memorandum pursuant to a modified Dutch auction |
£350,000,000 Perpetual Preferred Callable Securities
|
021555614 / XS0215556142 |
£74,797,000 |
£975 per £1,000 in principal amount of T1 Notes Determined as set out in the Tender Offer Memorandum pursuant to a modified Dutch auction |
(iii) as the Total Amount Payable in respect of all Securities validly tendered for repurchase pursuant to the Offers does not exceed the Total Repurchase Funds Available, Old Mutual will accept for repurchase in full all Securities of each Series validly tendered pursuant to the Offers at or below the respective Repurchase Price and no pro-ration shall be applied. Securities of each Series validly tendered at prices above the respective Repurchase Price will not be accepted.
Old Mutual will also pay Accrued Interest in respect of the Securities accepted for repurchase pursuant to the Offers.
The Settlement Date for the Offers is expected to be 19 November 2013.
The reduction in debt following settlement of the Offers will reduce Old Mutual's future gross interest costs by approximately £10 million per annum.
Barclays Bank PLC, Nedbank Limited, London Branch and Société Générale are acting as Dealer Managers for the Offers and Lucid Issuer Services Limited is acting as Tender Agent.
The Dealer Managers |
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Barclays Bank PLC For information by telephone: |
Nedbank Limited, London Branch For information by telephone: |
|
Société Générale
SG House
41 Tower Hill
London EC3N 4SG
United Kingdom
For information by telephone:
+44 (0)20 7676 7579
Attention: Liability Management
Email: liability.management@sgcib.com
The Tender Agent |
Lucid Issuer Services Limited Telephone: +44 (0)20 7704 0880 |
Disclaimer: This announcement must be read in conjunction with the Tender Offer Memorandum. No offer or invitation to acquire or sell securities is being made pursuant to this announcement.
Offer and Distribution Restrictions: The distribution of this announcement in certain jurisdictions may be restricted by law. Persons into whose possession this announcement or the Tender Offer Memorandum comes are required by each of Old Mutual, the Dealer Managers and the Tender Agent to inform themselves about, and to observe, any such restrictions. Please also see the Tender Offer Memorandum for a fuller description of such restrictions.
Enquiries
External communications
Patrick Bowes UK +44 20 7002 7440
Investor relations
Dominic Lagan UK +44 20 7002 7190
Kelly de Kock SA +27 21 509 8709
Media
William Baldwin-Charles +44 20 7002 7133
+44 7834 524833
Notes to Editors
Old Mutual provides life assurance, asset management, banking and general insurance to more than 14 million customers in Africa, the Americas, Asia and Europe. Originating in South Africa in 1845, Old Mutual has been listed on the London and Johannesburg Stock Exchanges, among others, since 1999.
In the year ended 31 December 2012, the Group reported adjusted operating profit before tax of £1.6 billion (on an IFRS basis) and had £262 billion of funds under management from core operations.
For further information on Old Mutual plc, please visit the corporate website at www.oldmutual.com