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, 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) OR IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT (SEE "OFFER AND DISTRIBUTION RESTRICTIONS" IN THE TENDER OFFER MEMORANDUM (AS DEFINED BELOW))
RESULTS OF TENDER OFFER
Admiral Group plc announces results of its Tender Offer for its £200,000,000 5.500 per cent. Subordinated Notes due 2024
5 July 2023. Admiral Group plc (the "Company") announces herein the results of its invitation to holders of its £200,000,000 5.500 per cent. Subordinated Notes due 2024 (ISIN: XS1090334050) (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 a tender offer memorandum dated 27 June 2023 (the "Tender Offer Memorandum") prepared by the Company, and was subject to the offer restrictions set out in the Tender Offer Memorandum. Capitalised terms used in this announcement but not defined have the meanings given to them in the Tender Offer Memorandum.
Results of the Offer
The Expiration Deadline for the Offer was 4.00 p.m. (London time) on 4 July 2023. The Company announces that, conditional upon satisfaction or waiver of the New Financing Condition on or prior to the Settlement Date, it has decided to accept for purchase £144,904,000 in aggregate principal amount of Notes pursuant to the Offer.
A summary of the results of the Offer appears below:
| Description of the Notes and ISIN | Benchmark Security Rate | Purchase Spread | Purchase Yield | Purchase Price | Aggregate principal amount of Notes accepted for purchase | Aggregate principal amount of Notes outstanding after the Settlement Date |
| 5.500 per cent. Subordinated Notes due 2024 XS1090334050 | 5.311% | 105 bps | 6.361% | 99.135% | £144,904,000 | £55,096,000 |
Subject to satisfaction or waiver of the New Financing Condition on or prior to such date, settlement of the purchase of the relevant Notes pursuant to the Offer at the Purchase Price plus the Accrued Interest Payment is expected to take place on 7 July 2023. All Notes so purchased shall be surrendered for cancellation.
Noteholders who have tendered their Notes for purchase pursuant to the Offer are advised to check with the bank, securities broker or other intermediary through which they hold their Notes to determine whether their tendered Notes have been accepted for purchase by the Company. Any Notes that have been tendered but not accepted by the Company for purchase pursuant to the Offer shall be unblocked by the relevant Clearing System.
Dealer Managers
| HSBC Bank plc 8 Canada Square London E14 5HQ Telephone: +44 20 7992 6237 Email: LM_EMEA@hsbc.com Attention: Liability Management, DCM | Lloyds Bank Corporate Markets plc 10 Gresham Street London EC2V 7AE Telephone: +44 (0) 20 7158 1726 / 3939 Email:LBCMLiabilityManagement@lloydsbanking.com Attention: Liability Management Group | |
| UBS AG London Branch 5 Broadgate London EC2M 2QS Telephone: +44 20 7568 1121 Email: ol-liabilitymanagement-eu@ubs.com Attention: Liability Management Desk | ||
| The Tender Agent Kroll Issuer Services Limited The Shard 32 London Bridge Street London SE1 9SG Attention: Owen Morris Telephone: +44 20 7704 0880 Email: admiralgroup@is.kroll.com Website: https://deals.is.kroll.com/admiralgroup | ||
This announcement is released by Admiral Group plc and contains information that qualified or may have qualified as inside information for the purposes of Article 7 of Regulation (EU) 596/2014 ("MAR"), as it forms part of domestic law of the United Kingdom by virtue of the European Union (Withdrawal) Act 2018 ("UK MAR"), encompassing information relating to the Offer described above. For the purposes of UK MAR and Article 2 of the binding technical standards published by the FCA in relation to MAR as regards Commission Implementing Regulation (EU) 2016/1055, this announcement is made by Daniel Caunt, Group Company Secretary and General Counsel at Admiral Group plc.
DISCLAIMER: This announcement must be read in conjunction with the Tender Offer Memorandum. No offer or invitation to acquire any securities is being made pursuant to this announcement. The distribution of this announcement and the Tender Offer Memorandum in certain jurisdictions may be restricted by law. Persons into whose possession this announcement and/or the Tender Offer Memorandum come(s) are required by each of the Company, the Dealer Managers and the Tender Agent to inform themselves about, and to observe, any such restrictions.
Admiral Group plc
Incorporated in England and Wales
Registration number: 03849958
LEI: 213800FGVM7Z9EJB2685
