NATIONWIDE BUILDING SOCIETY

Capital/Financing Update • Mar 9, 2018

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RNS Number : 2885H

Nationwide Building Society

09 March 2018

THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT QUALIFIED OR MAY HAVE QUALIFIED AS INSIDE INFORMATION WITHIN THE MEANING OF ARTICLE 7(1) OF THE MARKET ABUSE REGULATION (EU) 596/2014.

NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS), ANY STATE OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA (THE UNITED STATES) OR IN OR INTO ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS ANNOUNCEMENT.

Nationwide Building Society announces final results of its Tender Offers in respect of

certain of its sterling and euro-denominated Notes

9 March 2018.  Nationwide Building Society (the Offeror) now announces the final results of its separate invitations to holders of its outstanding Notes (as defined below) to tender their Notes for purchase by the Offeror for cash up to the Final Acceptance Amount and subject to satisfaction of the New Financing Condition (each such invitation an Offer and, together, the Offers). The Offers were made in respect of the Offeror's outstanding:

€750,000,000 1.625 per cent. Notes due April 2019 (ISIN: XS1052676142) (the 2019 April Notes);

€1,250,000,000 0.500 per cent. Notes due October 2019 (ISIN: XS1402175811) (the 2019 October Notes);

€1,000,000,000 1.125 per cent. Notes due June 2022 (ISIN: XS1241546420) (the 2022 June Notes);

€1,250,000,000 1.250 per cent. Notes due March 2025 (ISIN: XS1196797614) (the 2025 Notes);

£700,000,000 5.625 per cent. Notes due September 2019 (ISIN: XS0450786800) (the 2019 September Notes);

£500,000,000 2.25 per cent. Notes due April 2022 (ISIN: XS1225626974) (the 2022 April Notes);

£500,000,000 3.000 per cent. Notes due May 2026 (ISIN: XS1405807592) (the 2026 Notes); and

£500,000,000 3.25 per cent. Notes due January 2028 (ISIN: XS1347435577) (the 2028 Notes),

(together, the Notes, and each a Series).

The Offers were announced on 28 February 2018 and were made on the terms and subject to the conditions contained in the tender offer memorandum dated 28 February 2018 (the Tender Offer Memorandum) prepared by the Offeror. Capitalised terms used in this announcement but not defined have the meanings given to them in the Tender Offer Memorandum.

The Expiration Deadline for the Offers was 4.00 p.m. (London time) on 8 March 2018.

Final Results

The Offeror confirms that it will accept valid tenders of Notes in the Offers on the following basis:

Notes	ISIN / Common Code	Scaling Factor	Series Acceptance Amount	Benchmark Security Rate / Interpolated Mid-Swap Rate	Purchase Spread	Purchase Yield	Purchase Price	Final Acceptance Amount*
Euro Notes:								£2,495,676,578
2019 April Notes	XS1052676142 / 105267614	N/A	€300,365,000	N/A	N/A	-0.35%	102.096%
2019 October Notes	XS1402175811 / 140217581	N/A	€800,552,000	N/A	N/A	-0.25%	101.227%
2022 June Notes	XS1241546420 / 124154642	N/A	€360,651,000	0.321%	-15 bps	0.171%	104.012%
2025 Notes	XS1196797614 / 119679761	N/A	€354,272,000	0.750%	0 bps	0.750%	103.384%
Sterling Notes:
2019 September Notes	XS0450786800 / 045078680	N/A	£347,909,000	0.712%	20 bps	0.912%	106.955%
2022 April Notes	XS1225626974 / 122562697	N/A	£278,692,000	0.933%	40 bps	1.337%	103.640%
2026 Notes	XS1405807592 / 140580759	87.8508%	£250,000,000	1.394%	60 bps	2.004%	107.416%
2028 Notes	XS1347435577 / 134743557	0.00%	Nil	-	-	-	-

*    The Final Acceptance Amount represents an increase over the originally targeted Final Acceptance Amount.

The Offeror will also pay an Accrued Interest Payment in respect of Notes accepted for purchase pursuant to the Offers.

For the purposes of calculating the Final Acceptance Amount, the GBP/EUR Exchange Rate is £0.89164 = €1.00 and the GBP/USD Exchange Rate is £0.7231 = U.S.$1.00.

The Settlement Date in respect of Notes accepted for purchase pursuant to the Offers is expected to be 13 March 2018. Further information:

BNP Paribas (Telephone: +44 20 7595 8668; Attention: Liability Management Group; Email: liability.management@bnpparibas.com), Citigroup Global Markets Limited (Telephone: +44 20 7986 8969; Attention: Liability Management; Email: liabilitymanagement.europe@citi.com), J.P. Morgan Securities plc (Telephone: +44 20 7134 2468; Attention:  Liability Management; Email:  emea_LM@jpmorgan.com) and UBS Limited (Telephone: +44 20 7568 2133; Attention: Liability Management Group; Email: ol-liabilitymanagement-eu@ubs.com) are acting as Dealer Managers for the Offers.

Lucid Issuer Services Limited (Telephone: + 44 20 7704 0880; Attention: David Shilson / Arlind Bytyqi; Email:  nationwide@lucid-is.com) is acting as Information and Tender Agent for the Offers.

MARKET ABUSE REGULATION

This announcement is released by Nationwide Building Society 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 Offers described above. For the purposes of MAR and Article 2 of Commission Implementing Regulation (EU) 2016/1055, this announcement is made by Alex Wall, Head of Capital, Ratings & Investor Relations of Nationwide Building Society.

DISCLAIMER This announcement must be read in conjunction with the Tender Offer Memorandum. The Offers have now expired.

This information is provided by RNS

The company news service from the London Stock Exchange

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