Results of SCPLC and SCB Non-US Tender Offers

RNS Number : 7885S

Standard Chartered PLC

21 March 2016

 

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 (INCLUDING PUERTO RICO, THE US VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS). NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO, OR TO ANY PERSON RESIDENT AND/OR LOCATED IN, ANY JURISDICTION WHERE SUCH RELEASE, PUBLICATION OR DISTRIBUTION IS UNLAWFUL

Standard Chartered PLC
Standard Chartered Bank
 21 March 2016

ANNOUNCEMENT OF ACCEPTANCE AND RESULTS OF STANDARD CHARTERED PLC'S AND STANDARD CHARTERED BANK'S OFFERS TO REPURCHASE NOTES FOR CASH

On 11 March 2016, Standard Chartered PLC ("SCPLC" or the "Company" in respect of the SCPLC Notes) invited holders of its £150,000,000 Undated Primary Capital Floating Rate Notes (ISIN: GB0008389008), €1,000,000,000 Floating Rate Notes due 2017 (ISIN: XS1077632013), €1,250,000,000 1.750% Notes due 2017 (ISIN: XS0849677348) and €1,000,000,000 4.125% Notes due 2019 (ISIN: XS0732522965) (together, the "SCPLC Notes") to tender the SCPLC Notes for repurchase by the Company for cash, subject to certain offer restrictions as contained in the section "Offer and Distribution Restrictions" of the Tender Offer Memorandum dated 11 March 2016 (the "Tender Offer Memorandum").

On 11 March 2016, Standard Chartered Bank ("SCB" or the "Company" in respect of the SCB Notes) invited holders of its £200,000,000 Undated Subordinated Step-Up Notes (ISIN: XS0119816402) and £675,000,000 Fixed/Floating Rate Step up Undated Subordinated Notes (ISIN: XS0222434200) (together, the "SCB Notes") to tender the SCB Notes for repurchase by the Company for cash, subject to certain offer restrictions as contained in the section "Offer and Distribution Restrictions" of the Tender Offer Memorandum.

Further to the announcements made by the Companies on 11 March 2016 and earlier today, 21 March 2016, the Companies hereby announce that the results of the Offers, including the aggregate nominal amount of each series of Notes validly tendered and not validly withdrawn by the Expiration Deadline and to be accepted for repurchase, are as set out below and in the following table:

(A)        For the £150,000,000 Undated Primary Capital Floating Rate Notes (ISIN: GB0008389008), £200,000,000 Undated Subordinated Step-Up Notes (ISIN: XS0119816402) and £675,000,000 Fixed/Floating Rate Step up Undated Subordinated Notes (ISIN: XS0222434200) (the "Priority Acceptance Level 1 Notes"):

(i)         the Maximum Consideration Amount is US$1,234,784,255.36; and

(ii)        the aggregate nominal amount of Priority Acceptance Level 1 Notes validly tendered and accepted for repurchase in full is £256,826,000.

(B)        For the €1,000,000,000 Floating Rate Notes due 2017 (ISIN: XS1077632013), €1,250,000,000 1.750% Notes due 2017 (ISIN: XS0849677348) and €1,000,000,000 4.125% Notes due 2019 (ISIN: XS0732522965) (the "Priority Acceptance Level 2 Notes"):

(i)         the scaling factor for the Priority Acceptance Level 2 Notes is 86.5430%;

(ii)        the Maximum Second Priority Consideration Amount is US$878,952,416.98; and

(iii)        the aggregate nominal amount of Priority Acceptance Level 2 Notes accepted for repurchase is €756,009,000.

The aggregate nominal amount of each series of Priority Acceptance Level 1 Notes validly tendered and not validly withdrawn and to be accepted for repurchase in full, the levels at which the Companies agree to set the aggregate nominal amount of each series of Priority Acceptance Level 2 Notes to be accepted for repurchase, the Benchmark Rates for the 2017 Notes and the 2019 Notes, the Purchase Yields and the Repurchase Price for each series of Notes, are detailed in the table below. Each Noteholder whose Notes have been accepted for repurchase is entitled to receive on the Settlement Date, (which is expected to be 23 March 2016), the relevant Repurchase Price plus Accrued Interest in respect of such Notes.

Priority Acceptance Level	Description of the Notes	Company	ISIN	Aggregate nominal amount accepted for repurchase	Purchase Yield	Benchmark Rate	Repurchase Price (for each Integral Multiple in nominal amount)	Accrued Interest (for each Integral Multiple in  nominal amount)
1	£150,000,000 Undated Primary Capital Floating Rate Notes	SCPLC	GB0008389008	£18,570,000	N/A	N/A	£3,000 per £5,000	£9.21 per £5,000
	£200,000,000 Undated Subordinated Step-Up Notes	SCB	XS0119816402	£65,500,000	N/A	N/A	£10,675 per £10,000	£114.10 per £10,000
	£675,000,000 Fixed/Floating Rate Step up Undated Subordinated Notes	SCB	XS0222434200	£172,756,000	N/A	N/A	£950 per £1,000	£37.16 per £1,000
2	€1,000,000,000 Floating Rate Notes due 2017	SCPLC	XS1077632013	€201,609,000	N/A	N/A	€1,002 per €1,000	€0.04 per €1,000
	€1,250,000,000 1.750% Notes due 2017	SCPLC	XS0849677348	€454,911,000	0.051%	-0.149%	€1,027.18 per €1,000	€6.98 per €1,000
	€1,000,000,000 4.125% Notes due 2019	SCPLC	XS0732522965	€99,489,000	0.660%	-0.12%	€1,096.56 per €1,000	€7.33 per €1,000

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

For further information, please contact:

The Dealer Managers

Barclays Bank PLC 5 The North Colonnade Canary Wharf London E14 5BB United Kingdom For information by telephone: [phone] Attention: Liability Management Group Email: [e-mail]

Lloyds Bank plc 10 Gresham Street London EC2V 7JD United Kingdom For information by telephone: [phone] / 1721 Attention: Liability Management Group Email: liability.management @lloydsbanking.com

Standard Chartered Bank One Basinghall Avenue London EC2V 5DD For information by telephone: [phone] Attention: Liability Management Group Email: [e-mail]

The Information and Tender Agent

In London: D.F. King Ltd. 125 Wood Street London EC2V 7AN United Kingdom Telephone: [phone]	In Hong Kong: D.F. King Ltd. Suite 1601, 16/F, Central Tower 28 Queen's Road Central Central Hong Kong Telephone: [phone]
Email: [e-mail] Website: http://sites.dfkingltd.com/scb

 

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