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 INDICATIVE 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 announcement made by the Companies on 11 March 2016, the Companies announce (i) the Sterling FX Rate for the purpose of calculating the Maximum Consideration Amount is US$1.4513 : £1.00; and (ii) the Euro FX Rate for the purpose of calculating the Maximum Second Priority Consideration Amount is US$1.1292 : EUR1.00, each as determined by the Companies at 4.00 p.m. London time on 18 March 2016.
The Companies announce the following indicative results:
(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 indicative Maximum Consideration Amount is US$1,234,784,255.36; and
(ii) the indicative aggregate nominal amount of each series of Priority Acceptance Level 1 Notes the relevant Company intends to accept for repurchase is as detailed in the table below.
The Companies intend to accept for repurchase all Priority Acceptance Level 1 Notes validly tendered.
(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 indicative scaling factor for the Priority Acceptance Level 2 Notes is 86.5384%;
(ii) the indicative Maximum Second Priority Consideration Amount is US$878,952,416.98; and
(iii) the indicative aggregate nominal amount of each series of Priority Acceptance Level 2 Notes the relevant Company intends to accept for repurchase is as detailed in the table below.
Indicative results for the Offers are as follows:
Priority Acceptance Level |
Description of the Notes |
Company |
ISIN |
Outstanding nominal amount |
Indicative aggregate nominal amount the relevant Company intends to accept for repurchase |
Indicative Maximum Consideration Amount (for Priority Acceptance Level 1) / Indicative Maximum Second Priority Consideration Amount (for Priority Acceptance Level 2) |
1 |
£150,000,000 Undated Primary Capital Floating Rate Notes |
SCPLC |
GB0008389008 |
£30,515,000 |
£18,570,000 |
US$1,234,784,255.36 |
£200,000,000 Undated Subordinated Step-Up Notes |
SCB |
XS0119816402 |
£200,000,000 |
£65,500,000 |
|
|
£675,000,000 Fixed/Floating Rate Step up Undated Subordinated Notes |
SCB |
XS0222434200 |
£393,742,000 |
£172,756,000 |
|
2 |
€1,000,000,000 Floating Rate Notes due 2017 |
SCPLC |
XS1077632013 |
€1,000,000,000 |
€201,596,000 |
US$878,952,416.98 |
|
€1,250,000,000 1.750% Notes due 2017 (the "2017 Notes") |
SCPLC |
XS0849677348 |
€1,250,000,000 |
€454,888,000 |
|
|
€1,000,000,000 4.125% Notes due 2019 (the "2019 Notes") |
SCPLC |
XS0732522965 |
€1,000,000,000 |
€99,487,000 |
|
The Offers have now expired and no further Notes can be tendered for repurchase.
In accordance with the terms of the Offers, the above announcements are indicative only and not binding on the Companies. Final details of this indicative information will be given, and an announcement as to whether and the extent to which the Companies will accept valid tenders of Notes for repurchase pursuant to the Offers and the relevant Repurchase Prices of the 2017 Notes and the 2019 Notes will be made, as soon as reasonably practicable after the Price Determination Time which is at or around 2.00 p.m. London time today. 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.
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: +44 20 3134 8515
Attention: Liability Management Group
Email: [email protected] |
Lloyds Bank plc
10 Gresham Street
London EC2V 7JD
United Kingdom
For information by telephone: +44 20 7158 2720 / 1721
Attention: Liability Management Group
Email: liability.management
@lloydsbanking.com |
Standard Chartered Bank
One Basinghall Avenue
London EC2V 5DD For information by telephone: +44 20 7885 5739
Attention: Liability Management Group
Email: [email protected]
|
The Information and Tender Agent
In London: D.F. King Ltd.
125 Wood Street
London EC2V 7AN
United Kingdom
Telephone: +44 20 7920 9700 |
In Hong Kong: D.F. King Ltd.
Suite 1601, 16/F, Central Tower
28 Queen's Road Central
Central Hong Kong
Telephone: +852 3953 7230 |
Email: [email protected]
Website: http://sites.dfkingltd.com/scb |
