Wrap Text
Results if Debt Tender Offer
OLD MUTUAL PLC
ISIN CODE: GB0007389926
JSE SHARE CODE: OML
NSX SHARE CODE: OLM
ISSUER CODE: OLOML
Old Mutual plc
Ref 92/13
14 November 2013
RESULTS OF DEBT TENDER OFFER
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 OR TO ANY U.S. PERSON. (SEE “OFFER AND
DISTRIBUTION RESTRICTIONS” BELOW)
On 6 November 2013, Old Mutual plc (“Old Mutual”) announced its invitations (the “Offer”) to the
holders of its outstanding €500,000,000 Fixed to Floating Rate Step Up Option B Undated
Subordinated Notes (the “UT2 Notes”) and £350,000,000 Perpetual Preferred Callable Securities (the
“T1 Notes” and, together with the UT2 Notes, the “Securities” and each a “Series") to tender their
Securities for repurchase by Old Mutual for cash for aggregate consideration of up to £175,000,000
(or such greater or lesser amount as Old Mutual may determine, in its sole discretion).
The Offers were made on the terms, and subject to the conditions, contained in the tender offer
memorandum dated 6 November 2013 (the “Tender Offer Memorandum”) prepared by Old Mutual,
and were subject to the offer and distribution restrictions contained therein. Capitalised terms used but
not defined in this announcement have the meanings given to them in the Tender Offer Memorandum.
Following the expiration of the Offers at 4.00 p.m. (London time) on 13 November 2013, Old Mutual
hereby announces that:
(i) the Total Repurchase Funds Available shall be increased to £176,252,673 from £175,000,000
and all references to the Total Repurchase Funds Available shall be deemed to be to such increased
amount;
(ii) it will accept for repurchase valid tenders of UT2 Notes and T1 Notes pursuant to the UT2
Notes Offer and T1 Notes Offer respectively on the following pricing and acceptance terms:
Description of the Securities Common code/ISIN Acceptance Amount Repurchase Price
€500,000,000 Fixed to Floating 023428466 / €120,835,000 €1,020 per €1,000 in principal
Rate Step-Up Option B Undated XS0234284668 amount of UT2 Notes
Subordinated Notes Determined as set out in the
Tender Offer Memorandum
pursuant to a modified Dutch
auction
£350,000,000 Perpetual Preferred 021555614 / £74,797,000 £975 per £1,000 in principal
Callable Securities XS0215556142 amount of T1 Notes
Determined as set out in the
Tender Offer Memorandum
pursuant to a modified Dutch
auction
(iii) as the Total Amount Payable in respect of all Securities validly tendered for repurchase
pursuant to the Offers does not exceed the Total Repurchase Funds Available, Old Mutual will accept
for repurchase in full all Securities of each Series validly tendered pursuant to the Offers at or below
the respective Repurchase Price and no pro-ration shall be applied. Securities of each Series validly
tendered at prices above the respective Repurchase Price will not be accepted.
Old Mutual will also pay Accrued Interest in respect of the Securities accepted for repurchase
pursuant to the Offers.
The Settlement Date for the Offers is expected to be 19 November 2013.
The reduction in debt following settlement of the Offers will reduce Old Mutual’s future gross interest
costs by approximately £10 million per annum.
Barclays Bank PLC, Nedbank Limited, London Branch and Société Générale are acting as Dealer
Managers for the Offers and Lucid Issuer Services Limited is acting as Tender Agent.
THE DEALER MANAGERS
Barclays Bank PLC Nedbank Limited, London Branch
5 The North Colonnade 1st Floor
Canary Wharf Millennium Bridge House
London E14 4BB 2 Lambeth Hill
United Kingdom London EC4V 4GG
United Kingdom
For information by telephone: For information by telephone:
+44 (0)20 7773 8990 +44 (0)20 7002 3487
Attention: Liability Management Group Attention: Liability Management Group
Email: eu.lm@barclays.com Email: liability.management@nedbankcapital.co.uk
Société Générale
SG House
41 Tower Hill
London EC3N 4SG
United Kingdom
For information by telephone:
+44 (0)20 7676 7579
Attention: Liability Management
Email: liability.management@sgcib.com
THE TENDER AGENT
Lucid Issuer Services Limited
Leroy House
436 Essex Road
London N1 3QP
United Kingdom
Telephone: +44 (0)20 7704 0880
Attention: Thomas Choquet
E-mail: oldmutual@lucid-is.com
Disclaimer: This announcement must be read in conjunction with the Tender Offer Memorandum. No
offer or invitation to acquire or sell securities is being made pursuant to this announcement.
Offer and Distribution Restrictions: The distribution of this announcement in certain jurisdictions may
be restricted by law. Persons into whose possession this announcement or the Tender Offer
Memorandum comes are required by each of Old Mutual, the Dealer Managers and the Tender Agent
to inform themselves about, and to observe, any such restrictions. Please also see the Tender Offer
Memorandum for a fuller description of such restrictions.
Enquiries
External communications
Patrick Bowes UK +44 20 7002 7440
Investor relations
Dominic Lagan UK +44 20 7002 7190
Kelly de Kock SA +27 21 509 8709
Media
William Baldwin-Charles +44 20 7002 7133
+44 7834 524833
Lead Sponsor:
Merrill Lynch South Africa (Pty) Ltd
Joint Sponsor:
Nedbank Capital
Notes to Editors
Old Mutual provides life assurance, asset management, banking and general insurance to more than
14 million customers in Africa, the Americas, Asia and Europe. Originating in South Africa in 1845,
Old Mutual has been listed on the London and Johannesburg Stock Exchanges, among oth others, since
1999.
In the year ended 31 December 2012, the Group reported adjusted operating profit before tax of £1.6
billion (on an IFRS basis) and had £262 billion of funds under management from core operations.
For further information on Old Mutual plc, please visit the corporate website at www.oldmutual.com
Date: 14/11/2013 01:45:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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