RBS tenders for six series of Australian, U.S. dollar, euro notes

By Toni Weeks

San Luis Obispo, Calif., Jan. 6 - The Royal Bank of Scotland plc and Royal Bank of Scotland NV separately launched cash tender offers for any and all of six series of notes, according to a company filing with the London Stock Exchange.

The offers will help the companies optimize their overall liability composition and mix and future interest expense while maintaining a prudent approach to liquidity. According to the filing, all of the notes ceased to be recognized as regulatory capital as of Jan. 1 due to the implementation of the Capital Requirements Directive (Directive 2013/36/EU) and the Capital Requirements Regulation (Regulation (EU) No 575/2013).

The tender offer includes the following series of notes issued by RBS plc:

• A$49.8 million of subordinated 6.5% fixed-converting-to-floating-rate notes due Feb. 17, 2017, to be redeemed at 94.5;

• A$89.7 million of subordinated floating-rate notes due Feb. 17, 2017, to be redeemed at 94.5;

• €102.45 million of subordinated callable step-up notes due 2017, to be redeemed at 98.5; and

• $450 million of floating-rate subordinated callable step-up notes due August 2017, to be redeemed at 98.

The offer also includes the following series of notes issued by RBS NV, with both series to be redeemed at 93.25:

• A$575 million of subordinated 6.5% fixed-converting-to-floating-rate notes due 2018; and

• A$175 million of subordinated floating-rate notes due 2018.

The companies will also pay accrued interest.

If notes are accepted for purchase, there will be no pro rata scaling, the filing stated.

The offers for notes held in or through Euroclear or Clearstream, Luxembourg, will end at 5 a.m. ET on Jan. 15. Those for notes held in or through the Austraclear System will end at 1 a.m. ET on Jan. 15. The offerors will announce their decision of whether to accept valid tenders of the notes and the amount accepted, if any, as soon as practicable on Jan. 15.

Settlement for Australian dollar-denominated notes is expected to occur Jan. 20, with settlement for all other notes slated for Jan. 17.

Lucid Issuer Services Ltd. (44 20 7704 0880 attn: David Shilson / Paul Kamminga or rbs@lucid-is.com) is the lead tender agent. BTA Institutional Services Australia Ltd. (61 2 9551 5036 attn: Mark Cochrane or mark.cochrane@bnymellon.com) is the Australian tender agent.

Royal Bank of Scotland plc (44 20 7085 8056 attn: liability management group or liabilitymanagement@rbs.com) is the global arranger and lead dealer manager.

The financial services company is based in Edinburgh.

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