Russia’s VTB Bank wraps Dutch auction tender, any-and-all offers

By Susanna Moon

Chicago, Oct. 28 – JSC VTB Bank said investors had tendered $1,089,395,000 of dollar notes in the Dutch auction tender offer that ended at 10 a.m. ET on Oct. 27.

The bank was tendering for a number of series of notes issued by VTB Capital SA.

VTB accepted for purchase $418,892,000 of the dollar notes, or all of the notes tendered at prices at or below the purchase prices that it set in the offer, according to a bank notice. At the original announcement, the bank gave minimum prices for each series of note.

Settlement has been set for Nov. 3. The offers began on Oct. 19.

As previously announced, the bank offered to purchase up to $750 million of the five series of dollar-denominated notes with pricing for each $1,000 principal amount set under a modified Dutch auction.

The bank accepted tenders for the following amounts and set the purchase prices as follows:

• $149,522,000 of the $1,723,561,000 of outstanding 6% loan participation notes due April 12, 2017 with a purchase price equal to the minimum of $1,032.50;

• $45,447,000 of the $590.43 million of outstanding 6.315% loan participation notes due Feb. 22, 2018 with a purchase price of $1,041.50, above the minimum purchase price of $1,040.00;

• $104,938,000 of the $1,324,858,000 of outstanding 6.875% loan participation notes due May 29, 2018 with a purchase price equal to the minimum of $1,055.00;

• $60,601,000 of the $887,561,000 of outstanding 6.551% loan participation notes due Oct. 13, 2020 with a purchase price of $1,030.50, slightly above the minimum of $1030.00; and

• $58,384,000 of the $1,470,500,000 of outstanding 6.95% loan participation notes due Oct. 17, 2022 with a purchase price of $955.00, above the minimum purchase price of $935.00.

The bank also offered to buy back any and all of four note series, with pricing for each A$1,000, CHF 1,000 or $1,000 principal amount, and accepted the following amounts for purchase. The pricing was fixed in advance:

• A$47,581,000 of the A$420,765,000 of outstanding 7.5% loan participation notes due Dec. 11, 2017 with a purchase price of A$1,020;

• CHF 129.4 million of the CHF 430.35 million of outstanding 3.15% loan participation notes due Dec. 16, 2016 with a purchase price of CHF 5,100; and

• CHF 50.13 million of the CHF 218.16 million of outstanding 2.9% loan participation notes due May 25, 2018 with a purchase price of CHF 5,075; and

• $409,000 of the $22,922,000 of outstanding 6Ό% loan participation notes due June 30, 2035 with a purchase price of $950.

Finally, the bank also is offering to buy back CHF 100 million of one note series and accepted the following amount for purchase:

• CHF 67,015,000 of the CHF 322.5 million of outstanding 5% loan participation notes due Oct. 24, 2024 with a purchase price of CHF 4,600.

The bank also will pay accrued interest.

The notes, except for the dollar 2022 notes, the CHF 2024 notes and the dollar 2035 notes, were issued for the purpose of financing a loan to the company, as previously noted.

The dollar 2022 notes and the CHF 2024 notes were issued to finance a subordinated loan to the bank and, for the dollar 2035 notes, for the purpose of financing a deposit with Deutsche Bank Luxembourg SA for the purpose of financing a loan to the bank.

The dealer managers are ING Bank NV, London Branch (+44 20 7767 5107, liability.management@uk.ing.com or fax +44 20 7767 7284), J.P. Morgan Securities plc (+44 20 7134 2468 or em_europe_lm@jpmorgan.com) and VTB Capital plc (liability.management@vtbcapital.com). The tender agent is Lucid Issuer Services Ltd. (+44 207 704 0880, David Shilson, or vtb@lucid-is.com).

VTB is a Moscow-based lender.

© 2015 Prospect News.
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