Barclays PLC And Barclays Bank PLC Offer To Exchange Existing T1 Securities For New AT1 Securities: Results Announcement - WTRF 7 News Sports Weather - Wheeling Steubenville

Barclays PLC And Barclays Bank PLC Offer To Exchange Existing T1 Securities For New AT1 Securities: Results Announcement

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SOURCE Barclays PLC

NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, INTO ANY JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO.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
Price (per £1,000
principal
amount of
Sterling T1
Securities)

Principal
Amount
Outstanding

Principal Amount
Accepted for
Exchange

Principal Amount
Outstanding
following Sterling
Exchange Offer

 

6% Callable Perpetual Core
Tier One Notes

 

 

XS0150052388

 

£1,040
principal
amount of
Sterling AT1
Securities

 

 

£90,501,000

 

£77,962,000

 

£12,539,000

5.3304% Step-up Callable
Perpetual Reserve Capital
Instruments

 

XS0248675364

£960 principal
amount of
Sterling AT1
Securities

 

£81,481,000

£46,108,000

£35,373,000

6.3688% Step-up Callable
Perpetual Reserve Capital
Instruments

 

XS0305103482

£1,050
principal
amount of
Sterling AT1
Securities

 

£94,703,000

£61,550,000

£33,153,000

6.0% Non-Cumulative
Callable Preference Shares

XS0222208539

£1,030
principal
amount of
Sterling AT1
Securities

£750,000,000

£540,700,000

£209,300,000

 

New AT1
Securities

ISIN

Initial Interest
Rate

Reset Sterling
Interest Margin

Conversion
Price

First Call Date

Aggregate
Principal
Amount to be
Issued

 

Sterling AT1
Securities

 

XS1068561098

 

7.00%

 

5.084%

 

£1.65

 

15 September
2019

 

£697,602,000

 

Euro Exchange Offer

Euro T1 Securities

ISIN

Exchange
Price (per
€1,000
principal
amount of
Euro T1
Securities)

Principal
Amount
Outstanding

Principal
Amount
Accepted for
Exchange

Principal
Amount
Outstanding
following Euro
Exchange Offer

 

4.75% Non-Cumulative
Callable Preference Shares

 

XS0214398199

 

€1,000
principal
amount of Euro
AT1 Securities

 

€1,400,000,000

 

€1,081,440,000

 

€318,560,000

New AT1
Securities

ISIN

Initial Interest
Rate

Reset Euro
Interest Margin

Conversion
Price

First Call Date

Aggregate
Principal
Amount to be
Issued








Euro AT1 Securities

XS1068574828

6.50%

5.875%

€2.02

15 September
2019

€1,076,730,000

 

Dollar Exchange Offer

Dollar T1 Securities

ISIN / CUSIP

Exchange
Price (per
$1,000
principal
amount of
Dollar T1
Securities)

Principal
Amount
Outstanding

Principal
Amount
Accepted 
for
Exchange

Principal
Amount
Outstanding
following
Dollar
Exchange
Offer

 

6.86% Callable
Perpetual Core Tier One
Notes

 

XS0155141830;US06738CAG42
/ 06738CAG4

 

$1,135
principal
amount of
Dollar AT1
Securities

 

 

$681,013,000

 

$111,813,000

 

$569,200,000

5.926% Step-up
Callable Perpetual
Reserve Capital
Instruments

 

XS0269453139; US06739FEY34
/ 06739FEY3

$1,090
principal
amount of
Dollar AT1
Securities

$533,064,000

$374,067,000

 

$158,997,000







7.434% Step-up
Callable Perpetual
Reserve Capital
Instruments

 

XS0322792010;US06739GAD16
/ 06739GAD1

$1,155
principal
amount of
Dollar AT1
Securities

$346,565,000

$229,414,000

$117,151,000







6.278% Non-
Cumulative Callable
Dollar Preference
Shares, Series 1,
evidenced in the form of
American Depositary
Shares, Series 1

US06738C8284 / 06738C828

$1,060
principal
amount of
Dollar AT1
Securities

$1,000,000,000

$418,670,000

$581,330,000

 

New AT1
Securities

ISIN / CUSIP

Initial Interest
Rate

Reset Dollar
Interest Margin

Conversion
Price

First Call Date

Aggregate
Principal
Amount to be
Issued

Dollar AT1
Securities

US06738EAB11
/ 06738E AB1

6.625%

5.022%

$2.77

15 September
2019

$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
(Registered or Certified Mail
Recommended):

65 Broadway – Suite 404
New York, New York 10006
United States of America
Attn: Corporate Actions

By Facsimile Transmission
(for Eligible Institutions only): (212) 430-3775/3779

Email: info@gbsc-usa.com

Confirm by Telephone: (212) 430-3774
Toll free: (866) 470-4500

 

The Sterling and Euro Exchange Agent is:

Lucid Issuer Services Limited


By Hand, Overnight Delivery or Mail
(Registered or Certified Mail
Recommended):

Leroy House
436 Essex Road
London N1 3QP United Kingdom
Attn: Thomas Choquet / Yves Theis

By Facsimile Transmission
(for Eligible Institutions only): +44 20 7067 9098

Email: barclays@lucid-is.com

Confirm by Telephone: +44 20 7704 0880

 

The Sole Global Coordinator and Lead Dealer Manager for the Exchange Offers is:


Barclays Capital Inc.
745 Seventh Avenue
New York, New York 10019
United States


In the United States:
U.S. Toll-Free: +1 (800) 438-3242
Collect: +1 (212) 528-7581
Fax: +1 (646) 834-0584
Email: us.lm@barclays.com 
Attention: Liability Management Group


In Europe:
Tel: +44(0) 20 3134 8515
Fax: +44(0) 20 7516 7379
Email: eu.lm@barclays.com 
Attention: Liability Management Group

 

The Joint Dealer Managers for the Dollar Exchange Offers are:



Banco Bilbao Vizcaya Argentaria, S.A.

One Canada Square
44th Floor
Canary Wharf
London E14 5AA
United Kingdom

In Europe:
Tel: + 44 (0)207 397 60 29
Attention: Gianmarco Deiana
Email: gianmarco.deiana@bbva.com

Merrill Lynch, Pierce Fenner & Smith
Incorporated

214 North Tryon Street, 21st Floor
Charlotte, NC 28255
United States

In the United States:
U.S. Toll-Free: +1 (888) 292-0070
Collect: +1 (980) 683-3215
Attention: Debt Advisory

In Europe:
Tel: +44 (0)20 7995 3715 / +44 (0)20 7996
0867
Email: john.m.cavanagh@baml.com /
karl.bystedtwikblom@baml.com
Attention: John Cavanagh / Karl Bystedt
Wikblom



Citigroup Global Markets Limited

Citigroup Centre
Canada Square
Canary Wharf
London E14 5LB
United Kingdom

Attention: Liability Management Group
Tel: +44 20 79868969
Email: liabilitymanagement.europe@citi.com

 

ING Financial Markets LLC
1325 Avenue of the Americas
New York, NY  10019
United States

In the United States:
U.S. Toll-Free: +1 (877) 446-4930
Collect: +1 (646) 424-6000
Fax: +1 (646) 424-6064
Attention: Debt Capital Markets

SMBC Nikko Capital Markets Limited
One New Change
London EC4M 9AF
United Kingdom

In Europe:
Email: lntm@smbcnikko-cm.com

 

The Joint Dealer Managers for the Sterling Exchange Offer and the Euro Exchange Offer are:



Credit Agricole Corporate and Investment
Bank

Broadwalk House
5 Appold Street
London EC2A 2DA
United Kingdom

In Europe:
Tel: +44 (0)20 7214 7140
Email: liability.management@ca-cib.com

Credit Suisse Securities (Europe) Limited

One Cabot Square
Canary Wharf
London E14 4QJ
United Kingdom

In Europe:
Tel: +44 (0)20 7883 8763
Email: liability.management@credit-suisse.com

 



Lloyds Securities Inc.

1095 Avenue of the Americas
New York, NY 10036
United States

In Europe:
Tel: +44 (0)20 7158 2720
Email:
Liability.Management@lloydsbanking.com
Attention: Liability Management Group

Natixis

30, avenue Pierre Mendes-France
75013 Paris
France

In Europe:
Tel: +33 1 58 55 27 89
Email: legal.bonds@natixis.com
Attention: Legal Bonds



Swedbank AB (publ)

Large Corporates & Institutions
SE-105 34 Stockholm
Sweden
Attention: Legal

I
n Europe:
Email: dcm.legal@swedbank.se

UBS Limited

1 Finsbury Avenue
London EC2M 2PP
United Kingdom
Attention: Liability Management Group

In Europe:
Tel: +44 (0)20 7567 0525
Email: mark-t.watkins@ubs.com /
mahmoud.abdelaal@ubs.com

 

 

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.

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