68EO Rsl No.1 6.625%

 
TIDM68EO 
 
London & Quadrant Housing Trust announces Final Results of its Tender Offer for 
the £342,950,000 6.625 per cent. Secured Loan-Backed Bonds due 2038 
 
issued by RSL Finance (No. 1) plc 
 
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED 
OR RESIDENT IN THE UNITED STATES OF AMERICA, ITS TERRITORIES AND POSSESSIONS 
(INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE 
ISLAND AND THE NORTHERN MARIANA ISLANDS), ANY STATE OF THE UNITED STATES OF 
AMERICA OR THE DISTRICT OF COLUMBIA (the United States) OR IN OR INTO OR TO ANY 
PERSON LOCATED OR RESIDENT IN ANY OTHER JURISDICTION WHERE OR TO WHOM IT IS 
UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS ANNOUNCEMENT 
 
THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT QUALIFIED OR MAY 
HAVE QUALIFIED AS INSIDE INFORMATION WITHIN THE MEANING OF ARTICLE 7(1) OF THE 
MARKET ABUSE REGULATION (EU) 596/2014 AS IT FORMS PART OF UK DOMESTIC LAW BY 
VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018, AS AMENDED (EUWA). 
 
20 June 2023.  RSL Finance (No. 1) plc (the Issuer) has been informed that, 
further to the indicative results announcement published earlier today, London & 
Quadrant Housing Trust (the Offeror) is now announcing the final results of the 
Offeror's invitation to holders of the Issuer's outstanding £342,950,000 6.625 
per cent. Secured Loan-Backed Bonds due 2038 (ISIN: XS0155451866) (the Bonds) to 
tender their Bonds for purchase by the Offeror for cash (the Offer). 
 
The Offer was announced on 12 June 2023 and was made on the terms and subject to 
the conditions contained in the tender offer memorandum dated 12 June 2023 (the 
Tender Offer Memorandum) prepared by the Offeror. Capitalised terms used in this 
announcement but not defined have the meanings given to them in the Tender Offer 
Memorandum. 
 
The Expiration Deadline for the Offer was 4.00 p.m. (London time) on 19 June 
2023. 
 
As at the Expiration Deadline, the Offeror had received valid tenders of 
£47,221,000 in aggregate original nominal amount of the Bonds for purchase 
(equivalent to approximately £37,168,754 in aggregate outstanding (amortised) 
nominal amount of the Bonds). 
 
The Issuer understands that (i) the Offeror has decided to set the Final 
Acceptance Amount at £35,000,000 in aggregate original nominal amount of Bonds 
(equivalent to approximately £27,549,319 in aggregate outstanding (amortised) 
nominal amount of the Bonds), and (ii) on the basis of such Final Acceptance 
Amount, the Offeror will accept for purchase Bonds validly tendered pursuant to 
the Offer subject to a Pro-ration Factor of approximately 74.15 per cent. 
 
Pricing for the Offer took place at or around 11.00 a.m. (London time) today, 
and a summary of the final pricing for the Offer is set out in the following 
table: 
 
+---------+--------+---------------+-----------------+-----------------+ 
|Benchmark|Purchase|Purchase Yield |Purchase Price   |Pro-ration Factor| 
|Security |Spread  |               |                 |                 | 
|Rate     |        |               |                 |                 | 
+---------+--------+---------------+-----------------+-----------------+ 
|4.440 per|105 bps |5.490 per cent.|107.702 per cent.|74.15 per cent.  | 
|cent.    |        |               |                 |                 | 
+---------+--------+---------------+-----------------+-----------------+ 
 
The expected Settlement Date for the Offer, when payment of the Purchase Price 
and Accrued Interest will be made by or on behalf of the Offeror in respect of 
Bonds accepted for purchase pursuant to the Offer, is 22 June 2023. 
 
In accordance with the Loan Agreement, the Offeror shall (following settlement 
of the Offer) surrender all purchased Bonds to the Issuer to be cancelled and, 
following such surrender and cancellation, the Facility shall be deemed to have 
been prepaid in full. Following settlement of the Offer, based on information 
shown in the records of the Clearing Systems, £135,450,000 in aggregate original 
nominal amount of the Bonds will remain outstanding. 
 
NatWest Markets Plc (Telephone: +44 20 7678 5222; Attention: Liability 
Management; Email: NWMLiabilityManagement@natwestmarkets.com) is acting as Sole 
Dealer Manager for the Offer. 
 
Kroll Issuer Services Limited (Telephone: +40 20 7704 0880; Attention: Harry 
Ringrose; Email: lqgroup@is.kroll.com; Offer Website: 
https://deals.is.kroll.com/lqgroup) is acting as Tender Agent for the Offer. 
 
DISCLAIMER This announcement must be read in conjunction with the Tender Offer 
Memorandum.  No offer or invitation to acquire any securities is being made 
pursuant to this announcement. The distribution of this announcement and the 
Tender Offer Memorandum in certain jurisdictions may be restricted by law. 
Persons into whose possession this announcement and/or the Tender Offer 
Memorandum comes are required by each of the Offeror, the Sole Dealer Manager 
and the Tender Agent to inform themselves about, and to observe, any such 
restrictions. 
 
This announcement is made by RSL Finance (No. 1) plc and contains information 
that qualified or may have qualified as inside information for the purposes of 
Article 7 of the Market Abuse Regulation (EU) 596/2014 as it forms part of UK 
domestic law by virtue of the EUWA (UK MAR), encompassing information relating 
to the indicative results of the Offer described above. For the purposes of UK 
MAR and the Implementing Technical Standards, this announcement is made by the 
Directors of the Issuer. 
 
The Issuer has no involvement in the Offer.  Neither the Issuer nor any of its 
directors, officers, employees or affiliates expresses any opinion on the merits 
of, or makes any representation or recommendation whatsoever regarding, the 
Offer, and neither the Issuer nor any of its directors, officers, employees or 
affiliates accepts any responsibility for the accuracy or completeness of any of 
the information concerning the Offer, the Issuer, the Offeror or any other 
person in connection with the Offer, or the factual statements contained in, or 
the effect or effectiveness of, the Tender Offer Memorandum. 
 
 
This information was brought to you by Cision http://news.cision.com 
 
 
END 
 
 

(END) Dow Jones Newswires

June 20, 2023 08:16 ET (12:16 GMT)

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