Man Group plc Announces Results and Pricing of its Tender Offers for its outstanding €600,000,000 6.00 per cent. Notes due 2015 and its outstanding U.S.$250,000,000 6.50 per cent. Notes due 2013
NOT FOR 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 OR TO ANY U.S. PERSON (AS DEFINED IN REGULATION S UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED) OR TO ANY PERSON LOCATED AND/OR RESIDENT IN ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT
21 September 2011. Further to its announcements dated 7 September 2011 and 21 September 2011, Man Group plc (the Company) now announces the final results and pricing in respect of the invitations by the Company to (a) holders of its outstanding €600,000,000 6.00 per cent. Notes due 2015 (ISIN: XS0488168351) (the EUR Notes) and (b) holders of its outstanding U.S.$250,000,000 6.50 per cent. Notes due 2013 (ISIN: XS0380810712) (the USD Notes and, together with the EUR Notes, the Notes) to tender their Notes for purchase by the Company for cash (each an Offer and together the Offers).
The Offers were announced on 7 September 2011, and were made on the terms and subject to the conditions contained in the tender offer memorandum dated 7 September 2011 (the Tender Offer Memorandum) prepared by the Company. Capitalised terms used in this announcement but not defined have the meanings given to them in the Tender Offer Memorandum.
The Expiration Deadline for the Offers was 5.00 p.m. (London time) on 20 September 2011.
Results and Pricing of the EUR Offer
As at the Expiration Deadline, €197,048,000 in aggregate nominal amount of EUR Notes had been validly tendered for purchase. The Company has decided to accept all valid tenders of EUR Notes for purchase and the EUR Acceptance Amount is therefore €197,048,000.
Final pricing for the EUR Offer took place at or around 2.00 p.m. (London time) today. The EUR Purchase Price (which the Company will pay for EUR Notes validly tendered and accepted for purchase) will be 104.554 per cent. of the nominal amount of the relevant EUR Notes. The relevant Accrued Interest Payment will be equal to 3.567 per cent. of the nominal amount of the EUR Notes (rounded to the nearest €0.01, with half a cent rounded upwards).
A summary of the final pricing for the EUR Offer appears below:
Interpolated EUR Mid-Swap Rate |
EUR Purchase Spread |
EUR Purchase Yield |
EUR Purchase Price |
Accrued Interest |
1.617 per cent. |
+290 bps |
4.517 per cent. |
104.554 per cent. |
3.567 per cent. |
The Settlement Date in respect of those EUR Notes accepted for purchase is expected to be 23 September 2011. Following settlement of the EUR Offer, €402,952,000 in aggregate nominal amount of the EUR Notes will remain outstanding.
Results and Pricing of the USD Offer
The Company has determined that the USD Acceptance Amount, and hence the aggregate nominal amount of USD Notes that it has decided to accept for purchase, is U.S.$59,200,000. The Minimum Purchase Spread in respect of the USD Notes will be +230 bps. As at the Expiration Deadline, U.S.$59,200,000 in aggregate nominal amount of USD Notes had been tendered for purchase pursuant to valid Tender Instructions that specified a USD Purchase Spread equal to or greater than the Minimum Purchase Spread.
Accordingly, the Company will accept for purchase all USD Notes tendered pursuant to (a) valid Non-Competitive Tender Instructions and (b) valid Competitive Tender Instructions that specified a USD Purchase Spread equal to or greater than the Minimum Purchase Spread, in full (with no scaling).
Final pricing for the USD Offer took place at or around 2.00 p.m. (London time) today. The relevant Accrued Interest Payment will be equal to 0.939 per cent. of the nominal amount of the USD Notes (rounded to the nearest U.S.$0.01, with half a cent rounded upwards).
A summary of the final pricing for the USD Offer appears below:
Interpolated USD Mid-Swap Rate |
Minimum Purchase Spread |
Maximum Purchase Spread |
Accrued Interest |
0.452 per cent. |
+230 bps |
+240 bps |
0.939 per cent. |
The Settlement Date in respect of those USD Notes accepted for purchase is expected to be 23 September 2011. Following settlement of the USD Offer, U.S.$173,800,000 in aggregate nominal amount of the USD Notes will remain outstanding.
Implications for the Company's Profit and Loss, Cash Flow and Capital
The Company expects to register a one-off finance expense of approximately U.S.$18 million in the reporting period to September 2011 to reflect the effect of buying back the Notes at a premium to the carrying book value. The Company's annualised gross interest expense following the buyback of the Notes will reduce by approximately U.S.$20 million. The Notes do not qualify as regulatory capital, therefore the buyback of the Notes will have no effect on the Company's regulatory capital position. A reduction of approximately U.S.$345 million in the Company's cash resources is balanced by an equivalent reduction in gross debt outstanding.
Citigroup Global Markets Limited and UBS Limited are acting as Dealer Managers and Lucid Issuer Services Limited is acting as Tender Agent for the Offers.
The Dealer Managers |
|
Citigroup Global Markets Limited |
UBS Limited |
Citigroup Centre Canada Square Canary Wharf London E14 5LB United Kingdom |
1 Finsbury Avenue London EC2M 2PP United Kingdom
|
Telephone: +44 20 7986 8969 Attention: Liability Management Group Email: liabilitymanagement.europe@citi.com |
Telephone: +44 20 7567 0525 Attention: Liability Management Group Email: mark-t.watkins@ubs.com |
The Tender Agent |
Lucid Issuer Services Limited Leroy House 436 Essex Road London N1 3QP United Kingdom
Telephone: +44 20 7704 0880 Attention: Sunjeeve Patel / David Shilson Email: mangroup@lucid-is.com |
DISCLAIMER This announcement must be read in conjunction with the Tender Offer Memorandum. No offer or invitation to acquire or sell 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 comes are required by each of the Company, the Dealer Managers and the Tender Agent to inform themselves about, and to observe, any such restrictions.