Amendment to terms of USD700m 5.25% notes

RNS Number : 5748Y

Prudential PLC

09 September 2015

 

U.S.$700,000,000 5.250% TIER 1 PERPETUAL NOTES
(ISIN: XS0873630742)

(the "Notes" and the holders thereof, the "Noteholders")

Following consultation with the Prudential Regulation Authority (the "PRA"), Prudential plc (the "Issuer") expects that the Notes will not, on the Solvency II Implementation Date, by reason of the application of the Solvency II Directive and the Solvency II Regulations, be capable of counting as Tier 2 Own Funds.  A Solvency II Regulatory Event has therefore occurred in respect of the Notes.  However, at the Issuer's request, the PRA has indicated that redemption of the Notes will not be required in accordance with Condition 7.5C of the Terms and Conditions of the Notes (the "Conditions").

For the purposes of the Conditions, the PRA has further indicated that a Regulatory Event may occur notwithstanding the occurrence of a Solvency II Regulatory Event in relation to the Notes.  Accordingly, as a result of the circumstances giving rise to a Solvency II Regulatory Event, a Regulatory Event has occurred in relation to the Notes.

Under Condition 7.5B, the Issuer may elect to vary the Conditions following the occurrence of a Regulatory Event such that the Notes are treated as an issue of Qualifying Tier 1 Capital such that they comply with the requirements applicable to Tier 2 Own Funds on and from the Solvency II Implementation Date.  The Issuer therefore intends to vary the Conditions in accordance with the procedure set out in Conditions 7.5B, 7.6 and 17 such that the Notes qualify as Tier 2 Own Funds.  A further announcement will be made to Noteholders containing the full details of the variations in due course.

Capitalised terms and expressions used herein but not otherwise defined shall have the same meanings given to them in the Conditions.

Prudential plc is not affiliated in any manner with Prudential Financial, Inc. a company whose principal place of business is in the United States of America.

Enquiries to:

Media:		Investors/Analysts:
Jonathan Oliver Tom Willetts	[phone] [phone]	Raghu Hariharan Richard Gradidge	[phone] [phone]

DISCLAIMER

This announcement is not intended to and does not constitute or form part of any offer to sell or invitation to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of, any securities in any jurisdiction, nor shall it (or the fact of its distribution) form the basis of, or be relied on in connection with, any contract therefore or be considered a recommendation that any investor should subscribe for or purchase or invest in any securities.

The securities described in this announcement have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended, or under any relevant securities laws of any state of the United States of America and may not be offered, sold or delivered in the United States of America or to, or for the account of or benefit of, U.S. Persons, subject to certain limited exemptions.

 

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