Nationwide Building Society starts tender offer for Silverstone notes

By Mary-Katherine Stinson

Lexington, Ky., Nov. 22 – Nationwide Building Society as offeror started a tender offer on Tuesday to purchase any and all of the outstanding notes from three series issued by Silverstone Master Issuer plc under its £35 billion residential mortgage-backed note program, according to an announcement.

The offer applies only to the Regulation S notes in the series.

Specifically, the series covered under the offer are the following: the £550 million series 2018-1 class 2A floating rate notes due Jan. 21, 2070 (ISIN: XS1770381215) with a nominal outstanding amount of £357.5 million; the £750 million series 2019-1 class 2A floating rate notes due Jan. 21, 2070 (ISIN: XS1966746759) with a nominal outstanding amount of £360 million; and the £1 billion series 2020-1 class 1A floating rate notes due Jan. 21, 2070 (ISIN: XS2109587977) with a nominal outstanding amount of £700 million.

The company is offering to purchase the series 2018 notes at 100.8, the series 2019 notes at 100.22 and the series 2020 notes at 100.05.

This purchase price is determined by the product of the aggregate nominal amount of the relevant notes based on the original nominal amount of such notes prior to any pool factor accepted for purchase, the relevant purchase price and the relevant pool factor plus any accrued interest payment.

Any notes repurchased by the offeror will not be canceled but will be held by Nationwide.

The purpose of the offer is to provide liquidity to the noteholders while optimizing the company’s funding and liquidity position.

The offer is subject to a new financing condition. Silverstone intends to issue new sterling-denominated notes series 2022-2 notes under the program subject to market conditions.

Noteholders wishing to subscribe to the new notes in addition to tendering notes for purchase pursuant to the offers may receive priority in the allocation of the new notes.

The expiration date is 11 a.m. ET on Nov. 29.

Announcement of acceptance and results will occur as soon as practicable on Nov. 30.

Settlement is expected for Dec. 2.

The joint dealer managers are Barclays (+44 20 3134 8515, eu.lm@barclays.com) and Merrill Lynch International (+44 207 996 5420, DG.LM-EMEA@bofa.com).

Kroll Issuer Services Ltd. is the tender agent (+44 20 7704 0880, silverstone@is.kroll.com, https://deals.is.kroll.com/silverstone).

The mortgage lender is based in Swindon, England.

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