Barclays Bank PLC (the “Issuer”) announced today the
results of its previously announced cash tender offer (the
“Offer”) to purchase any and all of its iPath® Bloomberg
Natural Gas Subindex Total ReturnSM ETNs due October 22, 2037
(Ticker: GAZZF / CUSIP: 06739H644 /ISIN: US06739H6449) (the
“Notes” or “ETNs”) and solicitation of consents (the
“Consent Solicitation”) from holders of the Notes (the
“Noteholders”) to amend certain provisions of the Notes (the
“Proposed Amendment”), subject to applicable offer and
distribution restrictions set out in the Amended and Restated Offer
to Purchase and Consent Solicitation Statement dated September 30,
2021 (the “Statement”).
The Offer and Consent Solicitation expired at 5:00 p.m., New
York City time, on October 14, 2021 (the “Expiration
Deadline”). The Issuer has received and accepted 3,764,993
Notes validly tendered and not validly withdrawn prior to the
Expiration Deadline, representing 52.37% of the outstanding Notes
as of the Expiration Deadline. All conditions to the Offer were
deemed satisfied or waived by the Issuer as of the Expiration
Deadline. The aggregate purchase price of the Notes accepted by the
Issuer is $564,748.95, reflecting the previously announced purchase
price of $0.15 per Note (the “Purchase Price”). On October
18, 2021 (the “Settlement Date”), Noteholders whose Notes
have been accepted for purchase pursuant to the Offer will receive
the previously announced Purchase Price.
Pursuant to the Consent Solicitation, the Issuer has obtained
the requisite consents to the Proposed Amendment. The indenture and
the global certificate with respect to the Notes will be amended on
the Settlement Date to provide the Issuer with the right to redeem,
in its sole discretion, all, but not less than all, of the
outstanding Notes on the Redemption Date for a cash payment per
Note equal to the Closing Indicative Note Value on the valuation
date (the “Valuation Date”) specified by the Issuer in the
redemption notice. The “Redemption Date” will be the fifth
Business Day after the Valuation Date.
Notes purchased by the Issuer pursuant to the Offer will be
cancelled on the Settlement Date. The Issuer currently intends
to effectuate the Proposed Amendment and redeem all outstanding
Notes immediately after the Proposed Amendment becomes
effective. The payment upon redemption to Noteholders may be
greater than or less than the Purchase Price pursuant to the Offer
but will not include any amount in excess of the Closing Indicative
Note Value on the Valuation Date.
Capitalized terms used and not otherwise defined in this
announcement have the meanings given in the Statement.
For Further Information
A complete description of the terms and conditions of the Offer
is set out in the Statement. The prospectus for the ETNs can be
accessed at www.ipathetn.com/GAZZFprospectus. Further details about
the transaction can be obtained from:
The Dealer Manager
Barclays Capital Inc. 745 Seventh Avenue New York, New
York 10019 United States Attention: ETN Desk Telephone:
1-212-528-7990 Email: etndesk@barclays.com
Information Agent
D.F. King & Co., Inc. 48 Wall Street, 22nd Floor New York,
NY 10005 Attention: Andrew Beck Telephone: 1-866-796-1291 Fax:
212-709-3328 Email: barclays@dfking.com
Tender Agent
The Bank of New York Mellon One Canada Square, 40th Floor London
E14 5AL United Kingdom Attention: Debt Restructuring Services
Telecopy no. +44 20 7964 2536 Email:
debtrestructuring@bnymellon.com
DISCLAIMER
This announcement must be read in conjunction with the
Statement. No offer or invitation to acquire or exchange any
securities is being made pursuant to this announcement. This
announcement and the Statement contain important information, which
must be read carefully before any decision is made with respect to
the Offer and Consent Solicitation. If any Noteholder is in any
doubt as to the action it should take, it is recommended to seek
its own legal, tax and financial advice, including as to any tax
consequences, from its stockbroker, bank manager, lawyer,
accountant or other independent financial adviser. Any individual
or company whose Notes are held on its behalf by a broker, dealer,
bank, custodian, trust company or other nominee must contact such
entity if it wishes to participate in the Offer and Consent
Solicitation. None of the Issuer, the Dealer Manager, the Tender
Agent or the Information Agent (or any person who controls, or is a
director, officer, employee or agent of such persons, or any
affiliate of such persons) makes any recommendation as to whether
Noteholders should participate in the Offer and Consent
Solicitation.
General
Neither this announcement, the Statement nor the electronic
transmission thereof constitutes an offer to buy or the
solicitation of an offer to sell Notes (and tenders of Notes for
purchase pursuant to the Offer will not be accepted from
Noteholders) in any circumstances in which the Offer or
solicitation is unlawful. In those jurisdictions where the Notes,
blue sky or other laws require the Offer to be made by a licensed
broker or dealer and the Dealer Manager or any of its affiliates is
such a licensed broker or dealer in any such jurisdiction, the
Offer shall be deemed to be made by such Dealer Manager or such
affiliate, as the case may be, on behalf of the Issuer in such
jurisdiction. None of the Issuer, the Dealer Manager, the Tender
Agent or the Information Agent (or any director, officer, employee,
agent or affiliate of, any such person) makes any recommendation as
to whether Noteholders should tender Notes in the Offer. In
addition, each Noteholder participating in the Offer will be deemed
to give certain representations in respect of the other
jurisdictions referred to below and generally as set out in the
Statement under the section entitled “Procedures for Participating
in the Offer.” Any tender of Notes for purchase pursuant to the
Offer from a Noteholder that is unable to make these
representations will not be accepted.
About Barclays: Barclays is a British universal bank. We
are diversified by business, by different types of customers and
clients, and by geography. Our businesses include consumer banking
and payments operations around the world, as well as a full-service
corporate and investment bank.
Selected Risk Considerations: An investment in the iPath
ETNs described herein involves risks. Selected risks are summarized
here, but we urge you to read the more detailed explanation of
risks described under “Risk Factors” in the applicable prospectus
supplement and pricing supplement.
You May Lose Some or All of Your Principal: The ETNs are exposed
to any decrease in the level of the underlying index between the
inception date and the applicable valuation date. Additionally, if
the level of the underlying index is insufficient to offset the
negative effect of the investor fee and other applicable costs, you
will lose some or all of your investment at maturity or upon
redemption, even if the value of such index level has increased or
decreased, as the case may be. Because the ETNs are subject to an
investor fee and other applicable costs, the return on the ETNs
will always be lower than the total return on a direct investment
in the index components. The ETNs are riskier than ordinary
unsecured debt securities and have no principal protection.
Credit of Barclays Bank PLC: The ETNs are unsecured debt
obligations of the issuer, Barclays Bank PLC, and are not, either
directly or indirectly, an obligation of or guaranteed by any third
party. Any payment to be made on the ETNs, including any payment at
maturity or upon redemption, depends on the ability of Barclays
Bank PLC to satisfy its obligations as they come due. As a result,
the actual and perceived creditworthiness of Barclays Bank PLC will
affect the market value, if any, of the ETNs prior to maturity or
redemption. In addition, in the event Barclays Bank PLC were to
default on its obligations, you may not receive any amounts owed to
you under the terms of the ETNs.
Market and Volatility Risk: The market value of the ETNs may be
influenced by many unpredictable factors and may fluctuate between
the date you purchase them and the maturity date or redemption
date. You may also sustain a significant loss if you sell your ETNs
in the secondary market. Factors that may influence the market
value of the ETNs include prevailing market prices of the U.S.
stock markets, the index components included in the underlying
index, and prevailing market prices of options on such index or any
other financial instruments related to such index; and supply and
demand for the ETNs, including economic, financial, political,
regulatory, geographical or judicial events that affect the level
of such index or other financial instruments related to such
index.
Concentration Risk: Because the ETNs are linked to an index
composed of futures contracts on a single commodity or in only one
commodity sector, the ETNs are less diversified than other
investments. The ETNs can therefore experience greater volatility
than other investments.
A Trading Market for the ETNs May Not Develop: A trading market
for the ETNs may not develop and the liquidity of the ETNs may be
limited, as we are not required to maintain any listing of the
ETNs.
No Interest Payments from the ETNs: You may not receive any
interest payments on the ETNs.
Restrictions on the Minimum Number of ETNs and Date Restrictions
for Redemptions: You must redeem at least 50,000 ETNs of the same
series at one time in order to exercise your right to redeem your
ETNs on any redemption date. You may only redeem your ETNs on a
redemption date if we receive a notice of redemption from you by
certain dates and times as set forth in the product prospectus.
Uncertain Tax Treatment: Significant aspects of the tax
treatment of the ETNs are uncertain. You should consult your own
tax advisor about your own tax situation. The ETNs may be sold
throughout the day on the exchange through any brokerage account.
Commissions may apply and there are tax consequences in the event
of sale, redemption or maturity of ETNs. The ETNs may be sold
throughout the day through certain brokerage accounts. There are
restrictions on the minimum number of ETNs you may redeem directly
with the issuer as specified in the applicable prospectus.
Commissions may apply and there are tax consequences in the event
of sale, redemption or maturity of ETNs. Sales in the secondary
market may result in significant losses.
“Bloomberg Natural Gas Subindex Total ReturnSM” is a service
mark of Bloomberg Finance L.P. and its affiliates (collectively,
“Bloomberg”) and has been licensed for use for certain purposes by
Barclays Bank PLC. Any ETNs based on the Bloomberg Commodity
Indices are not sponsored, endorsed, sold or promoted by Bloomberg,
UBS Securities LLC (“UBS”), or any of their subsidiaries or
affiliates. None of Bloomberg, UBS Securities or any of their
subsidiaries or affiliates makes any representation or warranty,
express or implied, to the owners of or counterparties to the ETNs
or any member of the public regarding the advisability of investing
in securities or commodities generally or in the ETNs
particularly.
© 2021 Barclays Bank PLC. All rights reserved. iPath, iPath ETNs
and the iPath logo are registered trademarks of Barclays Bank PLC.
All other trademarks, servicemarks or registered trademarks are the
property, and used with the permission, of their respective
owners.
NOT FDIC INSURED · NO BANK GUARANTEE · MAY
LOSE VALUE
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version on businesswire.com: https://www.businesswire.com/news/home/20211015005130/en/
Press:
Danielle Popper +1 212 526 5963 Danielle.Popper@barclays.com
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