NOT
FOR
RELEASE,
PUBLICATION OR DISTRIBUTION INTO OR IN
THE
UNITED STATES OF
AMERICA, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA,
SWITZERLAND OR ANY OTHER STATE OR JURISDICTION
IN
WHICH SUCH
RELEASE, PUBLICATION OR DISTRIBUTION
WOULD BE UNLAWFUL. PLEASE SEE THE IMPORTANT NOTICE
AT THE END OF THIS ANNOUNCEMENT
28 January
2025
Disposal of approximately 5%
of AIB Group plc
Further to his announcement on 27 January
2025, the Minister for Finance, Paschal Donohoe
TD, announces the
successful completion of the disposal of
part of
the Irish State's shareholding in AIB
Group plc
(the "Company"). The
disposal was
effected by way of a placing (the
"Placing") of shares
(the "Placing Shares") in an
accelerated book building process to
institutional investors.
In
summary,
following settlement of the Placing
which will take place on30 January 2025:
•
The shareholding of
the Irish State will be reduced from 405.6 million ordinary shares, representing approximately 17.5% of
the ordinary share capital of the Company, to
289.2 million ordinary shares,
representing
approximately 12.5 % of the ordinary share capital.
•
Accordingly, the overall size of the
State's shareholding will be
reduced by
approximately
5%.
•
The Placing Price was €5.60 per share. As a result, the gross proceeds
from the sale of the Placing Shares will be
€652.1 million. Upon settlement, this sum will be
returned to the Ireland Strategic Investment Fund pending further
consideration by the Minister.
•
BNP Paribas, BofA Securities Europe SA, Goldman
Sachs International and Goodbody Stockbrokers UC
acted as Joint Bookrunners in connection with the Placing.
•
The Minister for Finance has undertaken to the
Joint Bookrunners not to sell further shares in the Company for the
period of 90 calendar days following the completion of the Placing
without the prior written consent of the Joint
Bookrunners. While this undertaking also
applies to any sales through the Minister's trading plan announced
by way of Regulatory News Service on 21 December 2021, extended on
23 June 2022, 5 January 2023 and 27 June 2023, 8 January
2024, 28 June 2024, and further extended
with effect from 24 January 2025, it will
only do so for the period of 30 calendar days following the
completion of the Placing.
•
N.M. Rothschild & Sons Limited ("Rothschild
& Co") is acting as independent financial adviser and
William Fry LLP and Allen Overy Shearman Sterling LLP are acting as
legal counsel to the Department of Finance in connection with the
sale.
Enquiries:
Brian Meenan, Press Officer,
Department of Finance, +3531 6045875 or + 353 872198857
pressoffice@finance.gov.ie
Important Information
This announcement is for information
purposes only and does not constitute an offer or an invitation to
acquire or dispose of any securities of the Company in the United
States, Canada, Australia or Japan or in any other jurisdiction in
which such an offer of solicitation is unlawful. The shares
sold pursuant to the Placing have not been, and will not be,
registered under the United States Securities Act of 1933, as
amended, or under any securities laws of any state or jurisdiction
of the United States and may not be offered or sold in the United
States absent registration or an exemption from registration.
There was no public offering of securities in the United
States.
Neither this announcement nor any
copy of it may be taken, transmitted or distributed, directly or
indirectly in or into the United States of America, Australia,
Canada, Japan, The Republic of South Africa, Switzerland or any
other jurisdiction where to do so would constitute a violation of
the relevant laws or regulations of such jurisdiction. Any failure
to comply with this restriction may constitute a violation of the
securities laws of any such jurisdiction.
BofA Securities Europe SA, which is
authorized as an investment firm by the Autorité de Contrôle
Prudentiel et de Résolution ("ACPR"), is regulated by the ACPR and
the Autorité des Marchés Financiers, and is not a credit
institution, Goldman Sachs International which is authorised by the
Prudential Regulation Authority (the "PRA") and regulated by the
Financial Conduct Authority (the "FCA") and the PRA in the United
Kingdom, Goodbody Stockbrokers UC which is authorised and
regulated in Ireland by the Central Bank of Ireland and in the
United Kingdom authorised and regulated by the FCA, BNP Paribas
which is authorised and regulated by the European Central Bank and
the Autorité de contrôle prudentiel et de résolution and authorised
by the Prudential Regulation Authority and is subject to regulation
by the Financial Conduct Authority and limited regulation by the
Prudential Regulation Authority (together the "Joint Bookrunners"),
and N.M. Rothschild & Sons Limited (the "Adviser") which is
authorised and regulated by the FCA in the United Kingdom, are
acting on behalf of the Minister for Finance and no one else in
connection with any offering of the Placing Shares and will not be
responsible to any other person for providing the protections
afforded to any of their respective clients or for providing advice
to any other person in relation to any offering of the Placing
Shares. None of the Joint Bookrunners nor the Adviser will regard
any other person as its client in relation to the offering of the
Placing Shares. No representation or warranty, express or implied,
is or will be made as to, or in relation to, and no responsibility
or liability is or will be accepted by any of the Joint
Bookrunners, the Adviser or by any of their respective affiliates
or agents as to or in relation to, the accuracy, completeness or
sufficiency of this announcement or any other written or oral
information made available to or publicly available to any
interested party or its advisers in connection with the Minister
for Finance, the Company, the Placing Shares, the Placing or any of
the arrangements described herein, and any liability therefor is
expressly disclaimed.
No Placing Shares will be available
to any investor whose purchase of such Placing Shares, whether on
its own account or as a fiduciary or agent for one or more investor
accounts, would require regulatory consent in any jurisdiction
(including, without limitation, under the UK Financial Services and
Markets Act 2000 or the United States Bank Holding Company Act of
1956).