Barclays PLC And Barclays Bank PLC Offer To Exchange Existing T1 Securities For New AT1 Securities: Results Announcement
NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, INTO ANY JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO.
LONDON, June 13, 2014 /PRNewswire/ -- On 15 May 2014, Barclays PLC ("Barclays") and Barclays Bank PLC ("Barclays Bank", and together with Barclays, the "Offerors") launched invitations to holders ("Holders") of certain existing Tier 1 securities (the "Existing T1 Securities") issued by Barclays Bank to offer to exchange any or all of such securities for new additional tier 1 securities (the "New AT1 Securities") to be issued by Barclays (the "Exchange Offers"), as the next step in the transition of the Group's capital structure.
Further to such invitations the Offerors hereby announce that, as of the Expiration Date for the Exchange Offers (being 11:59 p.m. (New York City time) on 12 June 2014), the aggregate principal amount of each Series of Existing T1 Securities validly tendered and accepted for exchange, and the aggregate principal amount of each Series of New AT1 Securities to be issued, is as set out in the tables below:
Sterling Exchange Offer
| Sterling T1 Securities |
ISIN |
Exchange |
Principal |
Principal Amount |
Principal Amount |
|
6% Callable Perpetual Core
|
XS0150052388 |
£1,040
|
£90,501,000 |
£77,962,000 |
£12,539,000 |
| 5.3304% Step-up Callable
|
XS0248675364 |
£960 principal
|
£81,481,000 |
£46,108,000 |
£35,373,000 |
| 6.3688% Step-up Callable
|
XS0305103482 |
£1,050
|
£94,703,000 |
£61,550,000 |
£33,153,000 |
| 6.0% Non-Cumulative |
XS0222208539 |
£1,030 |
£750,000,000 |
£540,700,000 |
£209,300,000 |
| New AT1 |
ISIN |
Initial Interest |
Reset Sterling |
Conversion |
First Call Date |
Aggregate |
|
Sterling AT1 |
XS1068561098 |
7.00% |
5.084% |
£1.65 |
15 September |
£697,602,000 |
Euro Exchange Offer
| Euro T1 Securities |
ISIN |
Exchange |
Principal |
Principal |
Principal |
|
4.75% Non-Cumulative |
XS0214398199 |
€1,000 |
€1,400,000,000 |
€1,081,440,000 |
€318,560,000 |
| New AT1 |
ISIN |
Initial Interest |
Reset Euro |
Conversion |
First Call Date |
Aggregate |
| Euro AT1 Securities |
XS1068574828 |
6.50% |
5.875% |
€2.02 |
15 September |
€1,076,730,000 |
Dollar Exchange Offer
| Dollar T1 Securities |
ISIN / CUSIP |
Exchange |
Principal |
Principal |
Principal |
|
6.86% Callable |
XS0155141830;US06738CAG42 |
$1,135
|
$681,013,000 |
$111,813,000 |
$569,200,000 |
| 5.926% Step-up
|
XS0269453139; US06739FEY34 |
$1,090 |
$533,064,000 |
$374,067,000
|
$158,997,000 |
| 7.434% Step-up
|
XS0322792010;US06739GAD16 |
$1,155 |
$346,565,000 |
$229,414,000 |
$117,151,000 |
| 6.278% Non- |
US06738C8284 / 06738C828 |
$1,060 |
$1,000,000,000 |
$418,670,000 |
$581,330,000 |
| New AT1 |
ISIN / CUSIP |
Initial Interest |
Reset Dollar |
Conversion |
First Call Date |
Aggregate |
| Dollar AT1 |
US06738EAB11 |
6.625% |
5.022% |
$2.77 |
15 September |
$1,211,446,000 |
The Exchange Offers have now expired and no further Existing T1 Securities will be accepted for exchange. The Existing T1 Securities that have not been accepted for exchange will remain outstanding following the Exchange Offers.
The Minimum New Issue Size has been satisfied in respect of each Exchange Offer.
On the Settlement Date (which is expected to be 17 June 2014), Holders of Existing T1 Securities accepted for exchange by the Offerors will receive a principal amount of New AT1 Securities as set out in the tables above under "Exchange Price", plus any applicable Cash Payment Amount and (if applicable) any cash amounts in lieu of fractional New AT1 Securities in the currency of the relevant Series of New AT1 Securities.
All the TONs and the RCIs accepted for exchange pursuant to the Exchange Offers will be cancelled. All the Preference Shares accepted for exchange pursuant to the Exchange Offers are expected to be bought back by Barclays Bank from Barclays and then cancelled by Barclays Bank.
The Exchange Offers remain subject to the terms and conditions set out in the prospectus dated 10 June 2014 (the "Prospectus") and the Form F-4 Registration Statement (the "Registration Statement") filed with the U.S. Securities and Exchange Commission (the "SEC") on 15 May 2014 (as amended on 5 June 2014), which was declared effective on 10 June 2014. Copies of the Prospectus and the Registration Statement are available for free by visiting EDGAR on the SEC website at www.sec.gov or from the Exchange Agents whose contact details are set out at the end of this announcement.
Capitalised terms used and not otherwise defined in this announcement have the meanings given in the Prospectus.
Further Information
A complete description of the terms and conditions of the Exchange Offers is set out in the Prospectus. Any questions or requests for assistance may be directed to the Dealer Managers or the Exchange Agents at their respective telephone numbers as set forth below. A Holder may also contact such Holder's broker, dealer, commercial bank, trust company or other nominee for assistance concerning the Exchange Offers.
| The Dollar Exchange Agent is: | |
| Global Bondholder Services Corporation |
|
| By Hand, Overnight Delivery or Mail |
By Facsimile Transmission |
| Email: [email protected] |
|
| Confirm by Telephone: (212) 430-3774 |
|
| The Sterling and Euro Exchange Agent is: | |
| Lucid Issuer Services Limited |
|
| By Hand, Overnight Delivery or Mail |
By Facsimile Transmission |
| Email: [email protected] |
|
| Confirm by Telephone: +44 20 7704 0880 |
|
| The Sole Global Coordinator and Lead Dealer Manager for the Exchange Offers is: |
| Barclays Capital Inc. |
| In the United States: |
| In Europe: |
| The Joint Dealer Managers for the Dollar Exchange Offers are: |
|
| Banco Bilbao Vizcaya Argentaria, S.A. |
Merrill Lynch, Pierce Fenner & Smith In Europe: |
| Citigroup Global Markets Limited
|
ING Financial Markets LLC |
| SMBC Nikko Capital Markets Limited |
|
| The Joint Dealer Managers for the Sterling Exchange Offer and the Euro Exchange Offer are: |
|
| Credit Agricole Corporate and Investment |
Credit Suisse Securities (Europe) Limited
|
| Lloyds Securities Inc. |
Natixis |
| Swedbank AB (publ) |
UBS Limited
|
Disclaimer
This announcement must be read in conjunction with the Prospectus. No offer or invitation to acquire or exchange any securities is being made pursuant to this announcement, and this announcement does not constitute an offer of any securities for sale. As described above, Barclays has filed a Registration Statement and Prospectus with the SEC in relation to the Exchange Offers.
The distribution of this announcement in certain jurisdictions may be restricted by law. Persons into whose possession this announcement comes are required to inform themselves about and to observe any such restrictions.
SOURCE Barclays PLC
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