NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES OF AMERICA, 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 OF AMERICA AND THE DISTRICT OF COLUMBIA OR IN OR INTO ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT
PROVIDENT FINANCIAL PLC announces the final results of the tender offer in relation to its £250,000,000 7.00 per cent. Notes due 2023
Further to its announcements on 29 September 2021 and earlier today, Provident Financial plc (the "Company") hereby announces the final results of the invitation to holders of its £250,000,000 7.00 per cent. Notes due 2023 (ISIN: XS1827005411) unconditionally and irrevocably guaranteed by each of Duncton Group Limited, Moneybarn Group Limited, Moneybarn No.1 Limited and Provident Financial Holdings Limited (the "Notes") to tender such Notes for purchase by the Company for cash (the "Offer"). The Offer was made on the terms and subject to the conditions contained in the tender offer memorandum dated 29 September 2021 (the "Tender Offer Memorandum") prepared by the Company.
The Offer remains subject to the conditions and restrictions set out in the Tender Offer Memorandum. Capitalised terms used in this announcement but not defined herewith have the meanings given to them in the Tender Offer Memorandum.
The Expiration Deadline for the Offer was 4.00 p.m. (London time) on 5 October 2021.
As at the Expiration Deadline, £71,453,000 in aggregate principal amount of Notes had been validly tendered pursuant to the Offer.
The Company hereby informs the Noteholders that set out in the table below is the final aggregate principal amount of Notes validly tendered pursuant to the Offer and accepted for purchase and the Maximum Acceptance Amount applicable to such Notes. No pro-ration factor will be applied.
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Description of the Notes |
ISIN/ Common Code |
Outstanding Principal Amount (prior to the Tender Offer Settlement Date) |
Maximum Acceptance Amount |
Pro-ration Factor |
Outstanding Principal Amount (following the Tender Offer Settlement Date) |
|
£250,000,000 7.0001 per cent. Notes due 2023 |
XS1827005411/182700541 |
£175,000,000 |
£71,453,000 |
Not Applicable |
£103,547,000 |
1 Following a step-up event, notice of which was provided to Noteholders on 20 March 2020, the initial rate of interest has been stepped-up by a margin of 1.250 per cent. per annum, applicable from 4 June 2020.
The Purchase Price the Company will pay for those Notes accepted for purchase pursuant to the Offer is 105.50 per cent. of the nominal amount of Notes and, subject to the satisfaction or waiver of the New Financing Condition, the Purchase Price, together with the Accrued Interest Payment, will be paid to Holders whose Notes have been accepted for purchase by the Issuer. The Tender Offer Settlement Date is expected to occur on Wednesday 13 October 2021.
Consistent with the Company's strategy of responsibly managing the provision of credit to the underserved, the Company is pleased to announce the successful completion of its previously announced tender. This transaction reduces the Company's cost of capital and also borrowing over time, strengthening and diversifying its capital base in line with the overall strategy of strengthening its position in the market.
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DEALER MANAGERS |
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Barclays Bank PLC 5 The North Colonnade Canary Wharf London E14 4BB Telephone: +44 203 134 8515 Attention: Liability Management Group Email: eu.lm@barclays.com |
Credit Suisse International One Cabot Square London E14 4QJ
Telephone: +44 207 883 8763 Attention: Liability Management Desk Email: liability.management@credit-suisse.com
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TENDER AGENT |
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Lucid Issuer Services Limited The Shard 32 London Bridge Street London SE1 9SG Telephone: +44 20 7704 0880 Attention: Owen Morris / Illia Vyshenskyi Email: pfg@lucid-is.com |
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This announcement is released by Provident Financial plc 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 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018 (the "EUWA") ("MAR"), encompassing information relating to the Offer described above. For the purposes of MAR and Article 2 of Commission Implementing Regulation (EU) 2016/1055 as it forms part of domestic law by virtue of the EUWA, this announcement is made by Charlotte Davies, General Counsel at Provident Financial plc.
DISCLAIMER
The offer period for the Offer has now expired. No further tenders of any Notes may be made pursuant to the Offer. This announcement must be read in conjunction with the Tender Offer Memorandum. This announcement and the Tender Offer Memorandum contain important information which should be read carefully. If any Holder is in any doubt as to the contents of this announcement and/or the Tender Offer Memorandum or the action it should take, it is recommended to seek its own financial and legal advice, including in respect of any tax consequences, immediately from its broker, bank manager, solicitor, accountant or other independent financial, tax or legal adviser. The Dealer Managers and the Tender Agent do not accept any responsibility for the accuracy or completeness of the information contained in this announcement or the Tender Offer Memorandum including (without limitation) information concerning the Company or its subsidiaries and affiliates or for any failure by the Company to disclose events that may have occurred and may affect the significance or accuracy of such information.
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