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Standard Chartered PLC Capital/Financing Update 2016
4648_rns_2016-03-22_4dcdaf4c-1bcd-4635-b83e-5e4211838c87.pdf
Capital/Financing Update
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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this document, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this document.
This announcement is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for securities.
STANDARD CHARTERED PLC
渣打集團有限公司
(Incorporated as a public limited company in England and Wales with registered number 966425)
(Stock Code: 02888)
STANDARD CHARTERED BANK
(Incorporated with limited liability in England by Royal Charter with reference number ZC 18)
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). NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO, OR TO ANY PERSON RESIDENT AND/OR LOCATED IN, ANY JURISDICTION WHERE SUCH RELEASE, PUBLICATION OR DISTRIBUTION IS UNLAWFUL
21 March 2016
ANNOUNCEMENT OF ACCEPTANCE AND RESULTS OF STANDARD CHARTERED PLC'S AND STANDARD CHARTERED BANK'S OFFERS TO REPURCHASE NOTES FOR CASH
On 11 March 2016, Standard Chartered PLC ("SCPLC" or the "Company" in respect of the SCPLC Notes) invited holders of its £150,000,000 Undated Primary Capital Floating Rate Notes (ISIN: GB0008389008), £1,000,000,000 Floating Rate Notes due 2017 (ISIN: XS1077632013), £1,250,000,000 1.750% Notes due 2017 (ISIN: XS0849677348) and £1,000,000,000 4.125% Notes due 2019 (ISIN: XS0732522965) (together, the "SCPLC Notes") to tender the SCPLC Notes for repurchase by the Company for cash, subject to certain offer restrictions as contained in the section "Offer and Distribution Restrictions" of the Tender Offer Memorandum dated 11 March 2016 (the "Tender Offer Memorandum").
On 11 March 2016, Standard Chartered Bank ("SCB" or the "Company" in respect of the SCB Notes) invited holders of its £200,000,000 Undated Subordinated Step-Up Notes (ISIN: XS0119816402) and £675,000,000 Fixed/Floating Rate Step up Undated Subordinated Notes (ISIN: XS0222434200) (together, the "SCB Notes") to tender the SCB Notes for repurchase by the Company for cash, subject to certain offer restrictions as contained in the section "Offer and Distribution Restrictions" of the Tender Offer Memorandum.
Further to the announcements made by the Companies on 11 March 2016 and earlier today, 21 March 2016, the Companies hereby announce that the results of the Offers, including the aggregate nominal amount of each series of Notes validly tendered and not validly withdrawn by the Expiration Deadline and to be accepted for repurchase, are as set out below and in the following table:
(A) For the £150,000,000 Undated Primary Capital Floating Rate Notes (ISIN: GB0008389008), £200,000,000 Undated Subordinated Step-Up Notes (ISIN: XS0119816402) and £675,000,000 Fixed/Floating Rate Step up Undated Subordinated Notes (ISIN: XS0222434200) (the "Priority Acceptance Level 1 Notes"):
(i) the Maximum Consideration Amount is US$1,234,784,255.36; and
(ii) the aggregate nominal amount of Priority Acceptance Level 1 Notes validly tendered and accepted for repurchase in full is £256,826,000.
(B) For the €1,000,000,000 Floating Rate Notes due 2017 (ISIN: XS1077632013), €1,250,000,000 1.750% Notes due 2017 (ISIN: XS0849677348) and €1,000,000,000 4.125% Notes due 2019 (ISIN: XS0732522965) (the "Priority Acceptance Level 2 Notes"):
(i) the scaling factor for the Priority Acceptance Level 2 Notes is 86.5430%;
(ii) the Maximum Second Priority Consideration Amount is US$878,952,416.98; and
(iii) the aggregate nominal amount of Priority Acceptance Level 2 Notes accepted for repurchase is €756,009,000.
The aggregate nominal amount of each series of Priority Acceptance Level 1 Notes validly tendered and not validly withdrawn and to be accepted for repurchase in full, the levels at which the Companies agree to set the aggregate nominal amount of each series of Priority Acceptance Level 2 Notes to be accepted for repurchase, the Benchmark Rates for the 2017 Notes and the 2019 Notes, the Purchase Yields and the Repurchase Price for each series of Notes, are detailed in the table below. Each Noteholder whose Notes have been accepted for repurchase is entitled to receive on the Settlement Date, (which is expected to be 23 March 2016), the relevant Repurchase Price plus Accrued Interest in respect of such Notes.
| Priority Acceptance Level | Description of the Notes | Company | ISIN | Aggregate nominal amount accepted for repurchase | Purchase Yield | Benchmark Rate | Repurchase Price (for each Integral Multiple in nominal amount) | Accrued Interest (for each Integral Multiple in nominal amount) |
|---|---|---|---|---|---|---|---|---|
| 1 | £150,000,000 Undated Primary Capital Floating Rate | SCPLC | GB0008389008 | £18,570,000 | N/A | N/A | £3,000 per £5,000 | £9.21 per £5,000 |
| Notes | ||||||||
|---|---|---|---|---|---|---|---|---|
| £200,000,000 | ||||||||
| Undated | ||||||||
| Subordinated | ||||||||
| Step-Up Notes | SCB | XS0119816402 | £65,500,000 | N/A | N/A | £10,675 per £10,000 | £114.10 per £10,000 | |
| £675,000,000 | ||||||||
| Fixed/Floating | ||||||||
| Rate Step up | ||||||||
| Undated | ||||||||
| Subordinated | ||||||||
| Notes | SCB | XS0222434200 | £172,756,000 | N/A | N/A | £950 per £1,000 | £37.16 per £1,000 | |
| 2 | €1,000,000,000 | |||||||
| Floating Rate | ||||||||
| Notes due | ||||||||
| 2017 | SCPLC | XS1077632013 | €201,609,000 | N/A | N/A | €1,002 per €1,000 | €0.04 per €1,000 | |
| €1,250,000,000 | ||||||||
| 1.750% Notes | ||||||||
| due 2017 | SCPLC | XS0849677348 | €454,911,000 | 0.051% | -0.149% | €1,027.18 per €1,000 | €6.98 per €1,000 | |
| €1,000,000,000 | ||||||||
| 4.125% Notes | ||||||||
| due 2019 | SCPLC | XS0732522965 | €99,489,000 | 0.660% | -0.12% | €1,096.56 per €1,000 | €7.33 per €1,000 |
Capitalised terms used and not otherwise defined in this announcement have the meanings given in the Tender Offer Memorandum.
For further information, please contact:
The Dealer Managers
Barclays Bank PLC
5 The North Colonnade
Canary Wharf
London E14 5BB
United Kingdom
For information by telephone: +44 20 3134 8515
Attention: Liability Management Group
Email: [email protected]
Lloyds Bank plc
10 Gresham Street
London EC2V 7JD
United Kingdom
For information by telephone: +44 20 7158 2720 / 1721
Attention: Liability Management Group
Email: [email protected]
Standard Chartered Bank
One Basinghall Avenue
London EC2V 5DD
For information by telephone: +44 20 7885 5739
Attention: Liability Management Group
Email: [email protected]
The Information and Tender Agent
In London:
In Hong Kong:
D.F. King Ltd.
125 Wood Street
London EC2V 7AN
D.F. King Ltd.
Suite 1601, 16/F, Central Tower
28 Queen's Road Central
United Kingdom
Telephone: +44 20 7920 9700
Central Hong Kong
Telephone: +852 3953 7230
Email: [email protected]
Website: http://sites.dfkingltd.com/scb
As of the date of this announcement, the Board of Directors of Standard Chartered PLC comprises:
Chairman:
Sir John Wilfred Peace
Executive Directors:
Mr William Thomas Winters, CBE; Mr Andrew Nigel Halford and Mr Alun Michael Guest Rees (stepping down on 30 April 2016)
Independent Non-Executive Directors:
Mr Om Prakash Bhatt; Dr Kurt Michael Campbell; Dr Louis Chi-Yan Cheung; Mr David Philbrick Conner; Dr Byron Elmer Grote; Dr Han Seung-soo, KBE; Mrs Christine Mary Hodgson; Ms Gay Huey Evans, OBE; Mr Naguib Kheraj (Senior Independent Director); Mr Simon Jonathan Lowth and Ms Jasmine Mary Whitbread
As of the date of this announcement, the Court of Directors of Standard Chartered Bank comprises:
Chairman:
William Thomas Winters, CBE
Directors:
Tracy Jayne Clarke; Andrew Nigel Halford; Alun Michael Guest Rees and Mark Smith