Final Result of Tender Offer

RNS Number : 1664Y

Direct Line Insurance Group PLC

01 December 2017

 

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

FINAL RESULTS ANNOUNCEMENT

Direct Line Insurance Group plc announces final results of its Tender Offer for its

£500,000,000 Fixed/Floating Rate Guaranteed Subordinated Notes due 2042

THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT QUALIFIED OR MAY HAVE QUALIFIED AS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) 596/2014.

1 December 2017.  Direct Line Insurance Group plc (1) (the Company) announces herein the final results of its invitation to holders of its £500,000,000 Fixed/Floating Rate Guaranteed Subordinated Notes due 2042 (ISIN: XS0773947618) (the Notes) to tender such Notes for purchase by the Company for cash (the Offer).

The Offer was announced on 22 November 2017 and was made on the terms and subject to the conditions contained in a tender offer memorandum dated 22 November 2017 (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 30 November 2017. As announced in the Company's indicative results announcement earlier today, as at the Expiration Deadline, £366,714,000 in aggregate nominal amount of the Notes had been validly tendered for purchase pursuant to the Offer.

The Company announces that, conditional upon satisfaction 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 £250,000,000 and a Scaling Factor of 69.2691 per cent. to be applied to Tender Instructions.

The Company also announces that the Purchase Price shall be 130.733 per cent., based on the Benchmark Security Rate of 0.659 per cent. and the Purchase Yield of 1.909 per cent.

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	Scaling Factor	Final Acceptance Amount
Fixed/ Floating Rate Guaranteed Subordinated Notes due 2042	XS0773947618	0.659%	125 bps over the Benchmark Security Rate	1.909%	130.733 %	69.2691%	£250,000,000 (2)

Next steps

Subject to satisfaction of the New Financing Condition on or prior to such date, settlement of the purchase of the relevant Notes pursuant to the Offer, including payment of the Purchase Price and Accrued Interest Payment for such Notes, is expected to take place on 8 December 2017. The Company intends to cancel those Notes accepted for purchase pursuant to the Offer.

Further information

Deutsche Bank AG, London Branch (Telephone: [phone]; Attention: Liability Management Group); HSBC Bank plc (Telephone: [phone]; Attention: Liability Management Group; Email: [e-mail]) and The Royal Bank of Scotland plc (trading as NatWest Markets) (Telephone: [phone]; Attention: Liability Management; Email: [e-mail]) are acting as Dealer Managers for the Offer and Lucid Issuer Services Limited (Telephone: [phone]; Attention: Victor Parzyjagla; Email: [e-mail]) is acting as Tender Agent.

This announcement is released by Direct Line Insurance Group plc and contains information that qualified or may have qualified as inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 ("MAR"), encompassing information relating to the Offer described above. For the purposes of MAR and Article 2 of Commission Implementing Regulation (EU) 2016/1055, this announcement is made by Anthony John Reizenstein, Chief Financial Officer at Direct Line Insurance Group 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 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.

1 LEI:  213800FF2R23ALJQOP04

2 Conditional upon satisfaction of the New Financing Condition

 

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