DGAP-Ad-hoc: DEPFA ACS BANK / Key word(s): Bond
Agreement by DEPFA ACS BANK to purchase their own covered bond securities
from FMS Wertmanagement AöR, to cancel them, and to sell assets to FMS-WM to
reduce its cover pool
12-Oct-2017 / 16:05 CET/CEST
Disclosure of an inside information acc. to Article 17 MAR, transmitted by
DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.
*Ad Hoc Announcement* - For immediate release
RE: *Agreement by DEPFA ACS BANK to purchase their own covered bond
securities from FMS Wertmanagement AöR, to cancel them, and to sell assets
to FMS-WM to reduce its cover pool*
12 October 2017
Issued on behalf of DEPFA ACS BANK ("*DEPFA ACS*" or the "*Issuer*")in
respect of its covered bonds (as defined below) listed on a trading venue
within the scope of Regulation (EU) No. 596/2014 (the "*Market Abuse
Regulation*"). The Market Abuse Regulation requires disclosure of inside
information relating to the Issuer and the covered bonds.
*Background:*
In January 2016 FMS Wertmanagement AöR ("*FMS-WM*"), the parent company of
DEPFA BANK plc ("*DEPFA plc*", together with the Issuer, "*DEPFA*"),
announced a public tender for covered bonds issued by DEPFA ACS ("*covered
bonds*" or "*ACS*"). In July 2016 DEPFA announced that FMS-WM had purchased
an aggregate nominal amount of Euro 4.8bln of ACS and that FMS-WM continued
to buy such covered bonds in the market. On 4 November 2016 DEPFA announced
the completion of a buyback by the Issuer from FMS-WM of approximately Euro
4.0bln in total nominal amount of ACS and a sale to FMS-WM of an equivalent
value of public sector assets. On 15 September 2017, FMS-WM announced that
it held a nominal value of Euro 2 bln of DEPFA bonds (ACS). FMS-WM also
indicated in the press release that additional measures were planned for the
second half of 2017 to further reduce DEPFA's total assets.
*Purchase of covered bonds:*
The relevant corporate bodies of FMS-WM and the boards of DEPFA have
approved a transaction involving the purchase by DEPFA ACS in early November
2017 of a certain number of their covered bonds currently held by FMS-WM.
The total nominal amount of the purchase of ACS (including global notes and
registered notes) of DEPFA ACS (rounded in Euros) is approximately Euro
2.0bn. The total nominal amount of the purchase of registered notes of DEPFA
ACS (rounded in Euros) is approximately Euro 1.1bln. The details of the
purchase of the global notes for DEPFA ACS are set out in the table below:
*Issuer*: DEPFA ACS
*ISIN / *Maturity *Issuance *Amount *Principal *Listing*
Common Code* Date* Currency* Purchased* Amount
*(issuance Outstandin
currency)* g*
*(issuance
currency)*
XS0246642523 20/03/2026 USD 100,000,00 0.00 Luxembourg
0.00
XS0225861060 11/08/2032 USD 50,000,000 0.00 Dublin
.00
US249575AN19 16/03/2037 USD 1,000,000. 27,390,000 Dublin
/ 00 .00
DE000A0LPMX0
XS0209003697 07/01/2020 EUR 400,000,00 0.00 London
0.00
XS0244760061 20/10/2021 EUR 100,000,00 0.00 Not listed
0.00
XS0259316882 30/06/2021 EUR 75,000,000 0.00 Not listed
.00
XS0215668376 01/04/2020 EUR 50,000,000 0.00 Dublin
.00
XS0236319975 08/12/2025 EUR 50,000,000 0.00 Not listed
.00
XS0218532249 20/05/2020 EUR 25,000,000 25,000,000 Dublin
.00 .00
XS0222699091 21/06/2020 EUR 10,000,000 0.00 Frankfurt
.00
XS0277535075 25/05/2031 EUR 10,000,000 0.00 Not listed
.00
It is the intention of DEPFA ACS to purchase these covered bonds and cancel
them.
*Sale of assets:*
Immediately following the covered bond purchase described above FMS-WM will
purchase from DEPFA ACS approximately Euro 2.0bln (in nominal value) of
public sector assets. This is a further step in the wind down plan to help
reduce the cover pool of DEPFA ACS.
_Purchase price and pricing mechanism:_
The purchase price of both the covered bonds and the public sector assets
will be conducted on an arm's length basis and assessed at fair market
value.
The pricing mechanism for arriving at the purchase price of a covered bond
will be the sum of the value of all remaining payments of principal and
interest discounted at the relevant purchase yield. The purchase yield of a
covered bond is subject to market conditions and as such will depend, inter
alia, on the relevant interest rate curve, purchase spread and applicable
market conventions for each covered bond which will vary depending on the
specific commercial characteristics for each covered bond.
*DEPFA ACS buyback policy:*
As published last October 2016: DEPFA ACS has from time to time bought back
its ACS on the market on a reverse enquiry basis and at prevailing market
prices. Whether or not DEPFA ACS accepts such enquiries is dependent on a
number of factors including legal, regulatory and commercial considerations.
These considerations remain for DEPFA ACS for any future reverse enquiries
of their outstanding ACS. Since January 2016 DEPFA has referred all reverse
enquiries to FMS-WM's treasury department. In principle DEPFA ACS remains
receptive to future reverse enquiries for their covered bonds at fair market
prices however such enquires should be made to FMS-WM in the first instance.
To the extent that FMS-WM holds outstanding ACS or purchases additional ACS
in the market, DEPFA ACS remains interested in buying back such further
covered bonds from FMS-WM at fair market prices with a view to cancelling
them subject to the same legal, regulatory and commercial considerations.
*FMS-WM*
FMS-WM was founded in July 2010 as a German state owned wind down agency in
order to wind up risk positions and non-strategic operations of the former
Hypo Real Estate Holding AG group in a manner aimed at maximizing the value
of the relevant assets. In May 2014 FMS-WM was instructed to take over the
whole share capital of DEPFA plc in order to wind down the DEPFA Group.
FMS-WM acquired DEPFA plc on 19 December 2014.
*Media Contacts for DEPFA and FMS-WM*
For DEPFA:
Rachel Martin
Head of Communications
Tel.: +353 1 792 2144
rachel.martin@depfa.com
For FMS-WM:
Andreas Henry
Head of Communications
Tel.: +49-89- 9547627 250
andreas.henry@fms-wm.de
12-Oct-2017 CET/CEST The DGAP Distribution Services include Regulatory
Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de
Language: English
Company: DEPFA ACS BANK
1, Commons Street
Dublin 1 Dublin
Ireland
Phone: +353 1 792 2222
Fax: +353 1 792 2211
E-mail: info@depfa.com
Internet: www.depfa.com
ISIN: DE000A0BCLA9
WKN: A0BCLA
Listed: Regulated Market in Frankfurt (General Standard); Regulated
Unofficial Market in Berlin, Dusseldorf, Hamburg, Hanover, Munich,
Stuttgart, Tradegate Exchange; London
End of Announcement DGAP News Service
618525 12-Oct-2017 CET/CEST
(END) Dow Jones Newswires
October 12, 2017 10:06 ET (14:06 GMT)
