DEPFA ACS BANK DAC (-)
DEPFA ACS BANK DAC: Buyback of subordinated debt and sale of assets
15-Nov-2019 / 12:47 CET/CEST
Dissemination of a Regulatory Announcement that contains inside information
according to REGULATION (EU) No 596/2014 (MAR), transmitted by EQS Group.
The issuer is solely responsible for the content of this announcement.
*Ad Hoc Announcement* - For immediate release
RE: *Agreement by DEPFA BANK plc and its two funding vehicles, DEPFA Funding
II LP and DEPFA Funding III LP, to repurchase and cancel Euro 1,060,000,000
of subordinated debt funded by the sale of public sector assets from the
DEPFA Group.*
15 November 2019
Issued on behalf of DEPFA ACS BANK DAC ('*DEPFA ACS*') as a subsidiary of
DEPFA BANK plc ('*DEPFA PL**C*') collectively '*DEPFA*',in respect of the
outstanding listed debt instruments identified below. This announcement may
include a communication of inside information for the purposes of the Market
Abuse Regulation (EU) No. 596/2014.
*Issuer* *ISIN* *Stock Exchange *
DEPFA ACS CA249575AG69 London
DEPFA ACS XS0222934357 London
_Background_
EURO 700m Preferred Securities: In January 2015 FMS-Wertmanagement AöR
('*FMS-WM*') launched a tender offer inviting holders of the 6.5% Guaranteed
Non-voting Non-cumulative Perpetual Preferred Securities of DEPFA Funding II
LP ('*Funding II*') (ISIN: XS0178243332) and holders of the Fixed
Rate/Variable Rate Guaranteed Non-voting Non-cumulative Perpetual Preferred
Securities of DEPFA Funding III LP ('*Funding III*') (ISIN: DE000A0E5U85)
(collectively, the '*Preferred Securities*') to tender those securities for
purchase by FMS-WM. In the tender offer, which ended on 18 May 2015, 90.5%
and 87.9% of the holders of the Preferred Securities of Funding II and
Funding III respectively were tendered to and purchased by FMS-WM. At a
bondholder meeting of the Preferred Securities on 20 May 2015 a clear
majority voted in favour of facilitating the purchase by DEPFA of all
Preferred Securities that were not tendered to and purchased by FMS-WM.
Since these events, Euro 361,897,000 and Euro 263,554,000 (in nominal
amount) of the Preferred Securities of Funding II and Funding III
respectively are held by FMS-WM and Euro 38,103,000 and 36,446,000 (in
nominal amount) are held by DEPFA PLC.
EURO 360m Subordinated Loans: In September 2010 FMS-WM, as part of the
German State rescue of the HRE Group, acquired the interest in 3
subordinated loan agreements, originally issued by Hypo Public Finance Bank
and taken over by DEPFA BANK plc in March 2008, in the total nominal amount
of Euro 360,000,000 (the '*360m Subordinated Loans*' together with the
Preferred Securities, the '*Euro 1,060m* *Subordinated Debt*').
_Agreement _
Buyback of the Euro 1,060m Subordinated Debt from, and sale of public sector
assets to, FMS-WM
Following the approval by the boards of FMS-WM and DEPFA, and the approval
of the Central Bank of Ireland as financial regulator of DEPFA, the parties
have entered into an agreement for the buyback by DEPFA PLC, Funding II and
Funding III of the Euro 1,060m Subordinated Debt.
Funding for the buyback by the DEPFA Group will be generated by the sale of
approximately Euro 1,048.5m (in nominal value) of certain assets (including
public sector assets) to FMS-WM. Approximately Euro 200.5m (in nominal
value) of the assets included in the sale will be provided by DEPFA PLC and
approximately Euro 848m (in nominal value) by DEPFA ACS.
Purchase prices
The buyback and cancellation by Funding II and Funding III of the Preferred
Securities and the buyback and termination of the 360m Subordinated Loans
will take place on a reverse enquiry basis. The pricing of the buyback of
the Euro 1,060m Subordinated Debt and the sale of the public sector assets
will be conducted on an arm's length basis and assessed at fair market
values determined as of close of business today for trading 18 November 2019
with settlement on 21 November 2019. A final price validation for the
transactions will be performed by an independent third party.
_FMS-WM and the wind down of the DEPFA Group_
FMS-WM is the parent company of DEPFA PLC. FMS-WM was established in 2010 as
a German state owned wind down agency in order to wind up risk positions and
non-strategic operations in a manner aimed at maximizing the value of the
relevant assets. FMS-WM took ownership of DEPFA PLC in December 2014. The
strategy of DEPFA PLC is to continue to wind down its balance sheet and
those of its subsidiaries in a manner designed to maintain value. Completion
of the transaction identified in this announcement is a further step in the
wind down plan of the DEPFA Group.
*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:
Frank Hessel
Tel.: +49 (0) 89 / 9547627-647?
E-Mail: frank.hessel@fms-wm.de
ISIN: DE000A0BCLA9
Category Code: MSCH
TIDM: -
LEI Code: 6LIRQ1CRLFL6PQWR8919
Sequence No.: 29627
EQS News ID: 914433
End of Announcement EQS News Service
(END) Dow Jones Newswires
November 15, 2019 06:47 ET (11:47 GMT)
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