Investec Bank plc
Incorporated in England and Wales
Registration number: 489604
LEI: 84S0VF8TSMH0T6D4K848
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) OR IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT (SEE "OFFER AND DISTRIBUTION RESTRICTIONS" IN THE TENDER OFFER MEMORANDUM (AS DEFINED BELOW))
FINAL RESULTS ANNOUNCEMENT
Investec Bank plc announces final results of its Tender Offer for its £420,000,000 Fixed Rate Reset Callable Subordinated Notes due 2028
5 December 2022. Investec Bank plc (the "Company") announces herein the final results of its invitation to holders of its £420,000,000 Fixed Rate Reset Callable Subordinated Notes due 2028 (ISIN: XS1859228634) (the "Notes") to tender such Notes for purchase by the Company for cash (the "Offer").
The Offer was made on the terms and subject to the conditions contained in a tender offer memorandum dated 28 November 2022 (the "Tender Offer Memorandum") prepared by the Company, and was subject to the offer restrictions set out in the Tender Offer Memorandum. Capitalised terms used in this announcement but not defined have the meanings given to them in the Tender Offer Memorandum.
Final Results of the Offer
The Expiration Deadline for the Offer was 4.00 p.m. (London time) on 2 December 2022. As announced in the Company's indicative results announcement earlier today, as at the Expiration Deadline, £398,203,000 in aggregate nominal amount of the Notes had been validly tendered for purchase pursuant to the Offer.
The Company announces that, conditional upon satisfaction or waiver of the New Financing Condition, it has decided to accept valid tenders of Notes pursuant to the Offer, with a Final Acceptance Amount equal to £350,000,000. All Tender Instructions will be accepted subject to a Scaling Factor of 88.4423 per cent subject to adjustments, as applicable.
A summary of the final results of the Offer appears below:
| Description of the Notes | ISIN | Benchmark Security Rate | Purchase Spread | Purchase Yield | Purchase Price | Final Acceptance Amount |
| 4.250 per cent. Fixed Rate Reset Callable Subordinated Notes due 2028 | XS1859228634 | 3.165% | 190 bps | 5.129% | 99.446% | £350,000,000 |
Subject to satisfaction or waiver of the New Financing Condition on or prior to such date, settlement of the purchase of the relevant Notes pursuant to the Offer is expected to take place on 7 December 2022.
| | Dealer Managers | |
| Citigroup Global Markets Limited Citigroup Centre Canada Square Canary Wharf London E14 5LB
Telephone: +44 20 7986 8969 Email: liabilitymanagement.europe@citi.com Attention: Liability Management Group
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| HSBC Bank plc 8 Canada Square London E14 5HQ
Telephone: +44 20 7992 6237 Email: LM_EMEA@hsbc.com Attention: Liability Management, DCM |
|
Merrill Lynch International 2 King Edward Street London EC1A 1HQ
Telephone: +44 207 996 5420 Email: DG.LM-EMEA@bofa.com Attention: Liability Management Team
| ||
| The Tender Agent Kroll Issuer Services Limited The Shard 32 London Bridge Street London SE1 9SG
Attention: David Shilson Telephone: +44 20 7704 0880 Email: investec@is.kroll.com Website: https://deals.is.kroll.com/investec | ||
This announcement is released by Investec Bank plc and contains information that qualified or may have qualified as inside information for the purposes of Article 7 of Regulation (EU) 596/2014 ("MAR"), as it forms part of domestic law of the United Kingdom by virtue of the European Union (Withdrawal) Act 2018 ("UK MAR"), encompassing information relating to the Offer described above. For the purposes of UK MAR and Article 2 of the binding technical standards published by the FCA in relation to MAR as regards Commission Implementing Regulation (EU) 2016/1055, this announcement is made by David Miller, Company Secretary at Investec Bank plc.
DISCLAIMER: This announcement must be read in conjunction with the Tender Offer Memorandum. 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.
LEI: 84S0VF8TSMH0T6D4K848