FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For
August 09, 2022
Commission
File Number: 001-10306
NatWest
Group plc
RBS,
Gogarburn, PO Box 1000
Edinburgh
EH12 1HQ
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F.
Form
20-F X Form 40-F
___
Indicate
by check mark if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule
101(b)(1):_________
Indicate
by check mark if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule
101(b)(7):_________
Indicate
by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information
to the Commission pursuant to Rule 12g3-2(b) under the Securities
Exchange Act of 1934.
Yes ___
No X
If
"Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): 82-
________
The following information was issued as Company announcements
in London, England and is furnished pursuant to General Instruction
B to the General Instructions to Form
6-K:
August 9, 2022
NATWEST GROUP
PLC AND NATWEST MARKETS N.V. - RESULTS
OF SEPARATE CASH TENDER OFFERS FOR CERTAIN
OF THEIR RESPECTIVE OUTSTANDING NOTES
NatWest Group plc ("NatWest
Group") and NatWest Markets
N.V. ("NWM
N.V.") (each an
"Offeror" and, together, the "Offerors") are each today announcing the results of their
previously announced separate cash tender offers (with respect to
the tender offers launched by NatWest Group, the
"NatWest
Group Offer", and with respect
to the tender offers launched by NWM N.V., the "NWM N.V.
Offer", each an
"Offer") in respect of any and all of certain series of
their respective U.S. dollar denominated notes set out in the table
below (collectively, the "Notes").
The NatWest Group Offer was made on the terms and
subject to the conditions set
out in NatWest Group's offer to purchase dated August
1, 2022 and the related Notice
of Guaranteed Delivery (the "NatWest Group Offer to
Purchase"). The NWM N.V. Offer
was made on the terms and subject to the conditions set
out in NWM N.V.'s offer to purchase dated August
1, 2022 and the related Notice
of Guaranteed Delivery (the "NWM N.V. Offer to
Purchase" and, together with
the NatWest Group Offer to Purchase, the "Offers to
Purchase").
Capitalized terms with
respect to the NatWest Group Offer not otherwise defined in
this announcement have
the same meaning as in the NatWest Group Offer to Purchase.
Capitalized terms with respect to the NWM N.V. Offer not otherwise
defined in this announcement have the same meaning as in the NWM
N.V. Offer to Purchase.
Results for the NatWest Group Offer
With respect to the NatWest Group Offer, the
Tender Agent informed NatWest Group that $3,395,689,000 in
aggregate principal amount of its Notes were validly tendered and
not validly withdrawn by 5:00 p.m., New York City time, on August
8, 2022 (the "Expiration
Deadline"), as more fully set
forth in the table below. NatWest Group has accepted all Notes that
were validly tendered and not validly withdrawn prior to the
Expiration Deadline. In addition, $6,098,000 in aggregate principal
amount of the Notes were tendered in the NatWest Group Offer using
the Guaranteed Delivery Procedures.
With
respect to the NatWest Group Offer, the table below sets forth,
among other things, the principal amount of each series of Notes
validly tendered and not validly withdrawn at or prior to the
Expiration Deadline:
|
Title of Security
|
Issuer(1)
|
ISIN/CUSIP
|
Principal Amount Outstanding
|
Aggregate Principal Amount Tendered Excluding Notes Tendered Using
Guaranteed Delivery Procedures
|
Aggregate Principal Amount Tendered Using Guaranteed Delivery
Procedures
|
Purchase Price(2)
|
|
6.125%
Subordinated Tier 2 Notes due 2022
|
The
Royal Bank of Scotland Group plc (1)
|
US780099CE50
/
780099CE5
|
$1,303,830,000
|
$402,115,000
|
$0
|
$1,010.05
|
|
6.100%
Subordinated Tier 2 Notes due 2023
|
The
Royal Bank of Scotland Group plc (1)
|
US780097AY76
/
780097AY7
|
$465,426,000
|
$312,800,000
|
$53,000
|
$1,015.73
|
|
6.000%
Subordinated Tier 2 Notes due 2023
|
The
Royal Bank of Scotland Group plc(1)
|
US780097AZ42
/
780097AZ4
|
$1,396,278,000
|
$736,763,000
|
$0
|
$1,019.74
|
|
5.125%
Subordinated Tier 2 Notes due 2024
|
The
Royal Bank of Scotland Group plc(1)
|
US780099CH81
/
780099CH8
|
$1,241,175,000
|
$364,867,000
|
$200,000
|
$1,007.51
|
|
3.875%Senior
Notes due 2023
|
The
Royal Bank of Scotland Group plc(1)
|
US780097BD21
/
780097BD2
|
$2,650,000,000
|
$1,579,144,000
|
$5,845,000
|
$998.85
|
(1)
Currently NatWest Group plc.
(2)
Per $1,000 principal amount of the Notes validly tendered and
accepted for purchase.
Results for the NWM N.V. Offer
With
respect to the NWM N.V. Offer, the Tender Agent informed NWM N.V.
that $163,431,000 in aggregate principal amount of its Notes were
validly tendered and not validly withdrawn by the Expiration
Deadline, as more fully set forth in the table below. NWM N.V. has
accepted all Notes that were validly tendered and not validly
withdrawn prior to the Expiration Deadline. No Notes were tendered
in the NWM N.V. Offer using the Guaranteed Delivery
Procedures.
With
respect to the NWM N.V. Offer, the table below sets forth, among
other things, the principal amount of each series of Notes validly
tendered and not validly withdrawn at or prior to the Expiration
Deadline:
|
Title of Security
|
Issuer(1)
|
ISIN/CUSIP
|
Principal Amount Outstanding
|
Aggregate Principal Amount Tendered
|
Purchase Price(2)
|
|
7.750%
Subordinated Deposit Notes, Series B, due 2023
|
NatWest
Markets N.V.(1)
|
US00077TAA25
/ 00077TAA2
|
$135,566,000
|
$35,044,000
|
$1,028.32
|
|
7.125%
Subordinated Deposit Notes, Series B, due 2093
|
NatWest
Markets N.V.(1)
|
US00077TAB08
/ 00077TAB0
|
$150,000,000
|
$128,387,000
|
$1,647.06
|
(1)
NatWest Markets N.V. (formerly known as ABN AMRO Bank N.V., of
which ABN AMRO Bank N.V., New York Branch, was a
part).
(2)
Per $1,000 principal amount of the Notes validly tendered and
accepted for purchase.
The
Settlement Date for each Offer is expected to be August 10, 2022
and the Guaranteed Delivery Settlement Date for each Offer is
expected to be August 11, 2022. For the avoidance of doubt, Holders
whose Notes are tendered and purchased in either Offer pursuant to
the Guaranteed Delivery Procedures will not receive payment in
respect of any interest or any distribution, as the case may be,
for the period from and including the relevant Settlement Date to
the relevant Guaranteed Delivery Settlement Date.
FURTHER INFORMATION
Kroll
Issuer Services Limited acted as tender agent with respect to each
Offer. NatWest Markets Securities Inc., an affiliate of the
Offeror, acted as Global Arranger and Lead Dealer Manager with
respect to each Offer. Merrill Lynch International, Morgan Stanley
& Co. LLC and Wells Fargo Securities, LLC (together with
NatWest Markets Securities Inc.) acted as Dealer Managers with
respect to the NatWest Group Offer. BofA Securities Europe SA,
Morgan Stanley & Co. LLC and Wells Fargo Securities, LLC
(together with NatWest Markets Securities Inc.) acted as Dealer
Managers with respect to the NWM N.V. Offer.
Questions
regarding the NatWest Group Offer should be directed to NatWest
Markets Securities Inc. at +44 20 7678 5222, +1 203 897 6166 (U.S.)
or +1 866 884 2071 (U.S. Toll Free), Merrill Lynch International at
+44 20 7996 5420 (London), +1 888 292 0070 (U.S. Toll Free) or +1
980 387 3907 (U.S.), Morgan Stanley & Co. LLC at +44 20 7677
5040 (Europe), +1 800 624 1808 (U.S. Toll Free) or +1 212 761 1057
(U.S.) and Wells Fargo Securities, LLC at +44 203 942 9680
(Europe), +1 866 309 6316 (U.S. Toll Free) or +1 704 410 4756
(U.S.).
Questions
regarding the NWM N.V. Offer should be directed to NatWest Markets
Securities Inc. at +44 20 7678 5222, +1 203 897 6166 (U.S.) or +1
866 884 2071 (U.S. Toll Free), BofA Securities Europe SA at +33 1
877 01057 (Europe), +1 888 292 0070 (U.S. Toll Free) or +1 980 387
3907 (U.S.), Morgan Stanley & Co. LLC at +44 20 7677 5040
(Europe), +1 800 624 1808 (U.S. Toll Free) or +1 212 761 1057
(U.S.) and Wells Fargo Securities, LLC at +44 203 942 9680
(Europe), +1 866 309 6316 (U.S. Toll Free) or +1 704 410 4756
(U.S.).
FORWARD-LOOKING STATEMENTS
From time to time, the Offerors may make statements, both written
and oral, regarding our assumptions, projections, expectations,
intentions or beliefs about future events. These statements
constitute "forward-looking statements". The Offerors caution that
these statements may and often do vary materially from actual
results. Accordingly, the Offerors cannot assure you that actual
results will not differ materially from those expressed or implied
by the forward-looking statements. You should read the sections
entitled "Risk
Factors" in the relevant Offer
to Purchase, in the Annual Report and H1 2022 Interim Report of the
relevant Offeror which is incorporated by reference therein and
"Forward-Looking
Statements" in the Annual
Report and H1 2022 Interim Report of the relevant Offeror, which is
incorporated by reference in the relevant Offer to
Purchase.
Any forward-looking statements made herein or in the documents
incorporated by reference herein speak only as of the date they are
made. Except as required by the U.K. Financial Conduct Authority
(the "FCA") or the Dutch Authority for the Financial Markets (the
"AFM"), as applicable, any applicable stock exchange or any
applicable law, the Offerors expressly disclaim any obligation or
undertaking to release publicly any updates or revisions to any
forward-looking statement contained in the relevant Offer to
Purchase or the documents incorporated by reference herein to
reflect any changes in expectations with regard thereto or any new
information or any changes in events, conditions or circumstances
on which any such statement is based. The reader should, however,
(i) with respect to NatWest Group consult any additional
disclosures that NatWest Group has made or may make in documents
that NatWest Group has filed or may file with the U.S. Securities
and Exchange Commission and (ii) with respect to NWM N.V. consult
any additional disclosures that NWM N.V. has made or may make in
documents that NWM N.V. has filed or may file with the
AFM.
|
Legal Entity Identifiers
|
|
|
NatWest Group plc
|
2138005O9XJIJN4JPN90
|
|
NatWest Markets N.V.
|
X3CZP3CK64YBHON1LE12
|
Date: 09
August 2022
|
|
NATWEST
GROUP plc (Registrant)
|
|
|
|
|
|
By: /s/
Jan Cargill
|
|
|
|
|
|
Name:
Jan Cargill
|
|
|
Title:
Chief Governance Officer and Company Secretary
|
NatWest (NYSE:NWG)
Historical Stock Chart
Von Mär 2024 bis Apr 2024
NatWest (NYSE:NWG)
Historical Stock Chart
Von Apr 2023 bis Apr 2024
