OFFERS TO SELL SECURITIES FOR CASH
BEAZLEY GROUP LIMITED ANNOUNCES RESULTS OF THE INVITATION FOR OFFERS TO SELL SECURITIES FOR CASH
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN THE UNITED STATES OR IN ANY JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT. THE TENDER OFFER IS SUBJECT TO RESTRICTIONS IN CERTAIN JURISDICTIONS, AS MORE FULLY DESCRIBED IN THE TENDER OFFER MEMORANDUM
25 October 2012
On 17 October 2012, Beazley Group Limited (the "Issuer") invited holders of its outstanding £150,000,000 Fixed/Floating Rate Notes due 2026 (the "Notes") to submit offers to sell ("Offers to Sell") their Notes to the Issuer for cash (the "Tender Offer").
The Tender Offer was made on the terms and subject to the conditions contained in the tender offer memorandum dated 17 October 2012 (the "Tender Offer Memorandum"). Capitalised terms used in this announcement have the same meanings ascribed to them in the Tender Offer Memorandum. The Tender Offer expired at 5.00 p.m. London time on 24 October 2012.
The Purchase Price for the Notes validly tendered and accepted for purchase is 96 per cent., as determined by the Issuer and the Dealer Manager. All Notes tendered on a non-competitive basis and Notes tendered at a price equal to or below the Purchase Price have been accepted in full. The Issuer has accepted for purchase an aggregate principal amount of Notes of £17,341,000.
The Tender Consideration payable to each Noteholder in respect of Notes validly submitted for tender and accepted for purchase pursuant to the Tender Offer is equal to the product (rounded to the nearest £0.01, with half a penny rounded upwards) of (i) the aggregate principal amount of the Notes tendered and accepted and (ii) the Purchase Price, plus Accrued Interest in respect of the Notes.
All Offers to Sell Notes at a price above the Purchase Price have been rejected.
Settlement is expected to occur on 29 October 2012.
|
Notes/ISIN |
Principal |
Maturity Date |
Purchase Price |
Principal Amount Accepted for Purchase |
Principal Amount Outstanding following completion of Tender Offer |
|
£150,000,000 Fixed/Floating Rate Subordinated Notes due 2026 (XS0270707283) |
£119,993,000 |
The interest payment date falling on or nearest to 17 October 2026 |
96 per cent. |
£17,341,000 |
£102,652,000 |
For further information:
A complete description of the terms and conditions of the Tender Offer is set out in the Tender Offer Memorandum. Further details about the transaction can be obtained from:
The Dealer Manager:
J.P. Morgan Securities plc
Tel: +44 207 134 2468 / +44 207 134 3437
Attention: FIG Syndicate / Liability Management
Email: FIG_Syndicate@jpmorgan.com / emea_lm@jpmorgan.com
The Tender Agent:
Tel: +44 20 7704 0880
Attention: Thomas Choquet / Victor Parzyjagla
Email: beazley@lucid-is.com
The Dealer Manager does not take responsibility for the contents of this announcement and none of the Issuer, the Dealer Manager, the Tender Agent or any of their respective directors, employees or affiliates makes any representation or recommendation whatsoever regarding the Tender Offer. This announcement must be read in conjunction with the Tender Offer Memorandum.
THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO PURCHASE ANY SECURITIES OR A SOLICITATION OF AN OFFER TO SELL ANY SECURITIES.
This information is provided by RNS
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