TBC Bank Group PLC TBC Bank prices US$125 mln Additional Tier 1 Notes (5663D)
27 June 2019 - 3:18AM
UK Regulatory
TIDMTBCG
RNS Number : 5663D
TBC Bank Group PLC
26 June 2019
TBC Bank prices US$125 million inaugural Additional Tier 1
Capital Perpetual Subordinated Notes
NOT FOR PUBLIC RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR
INDIRECTLY, IN OR INTO ANY JURISDICTION WHERE TO DO SO WOULD
CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH
JURISDICTION
On Wednesday, 26 June JSC TBC Bank (the "Bank"), the largest
bank in Georgia by all key metrics, successfully priced a debut
US$125 million 10.75% yield Additional Tier 1 Capital Perpetual
Subordinated Notes issue (the "Notes") off an orderbook which
peaked at over USD230mn, and represents the largest and lowest
coupon Additional Tier 1 issue ever to have been priced by a
Georgian issuer. The Notes are being offered and sold in accordance
with Rule 144A and Regulation S.
The Notes are expected to be listed on the regulated market of
Euronext Dublin on or about 3 July 2019 and to be rated B- by
Fitch. An application may be made to list the Notes on JSC Georgian
Stock Exchange, making it the first dual-listed international
offering of additional Tier 1 Capital Notes from Georgia.
J.P. Morgan, Renaissance Capital and UBS Investment Bank are
acting as Joint Bookrunners and Joint Lead Managers for the Notes,
and TBC Capital is acting as Joint Lead Manager. Baker &
McKenzie LLP and Dentons Georgia LLC are acting as legal advisors
to the Bank, while Latham & Watkins LLP and BGI Advisory
Services Georgia LLC are acting as legal advisors to the Joint
Bookrunners.
THE SECURITIES REFERRED TO IN THIS ANNOUNCEMENT ARE NOT INTENDED
TO BE SOLD AND SHOULD NOT BE SOLD TO RETAIL CLIENTS IN THE EUROPEAN
ECONOMIC AREA ("EEA"), AS DEFINED IN THE RULES SET OUT IN THE
MARKETS IN FINANCIAL INSTRUMENTS DIRECTIVE 2014/65/EU ("MiFID II"),
AS AMENDED OR REPLACED FROM TIME TO TIME.
Notice of Product Classification by the Issuer under Section
309B (1)(c) of the Securities and Futures Act (Chapter 289) of
Singapore - Prescribed Capital Markets Products and Excluded
Investment Products.
This announcement is directed only at persons (i) outside the
United Kingdom; (ii) that have professional experience in matters
relating to investments falling within Article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order
2005 (the "Order"); (iii) falling within Article 49(2)(a) to (d)
("high net worth companies, unincorporated associations etc.") of
the Order; or (iv) to whom this announcement may otherwise be
directed without contravention of Section 21 of the Financial
Services and Markets Act 2000 (all such persons together being
referred to as "relevant persons"). This announcement must not be
acted on or relied on by persons who are not relevant persons. Any
investment or investment activity to which this announcement
relates is available only to relevant persons and will be engaged
in only with relevant persons.
In member states of the EEA, this announcement is directed only
at persons who are "qualified investors" within the meaning of
Article 2(1)(e) of Directive 2003/71/EC, as amended (the
"Prospectus Directive"). This announcement is an advertisement for
the purposes of applicable measures implementing the Prospectus
Directive.
This announcement does not constitute or form a part of any
offer or solicitation to purchase or subscribe for securities in
the United States or in any other jurisdiction where it is unlawful
to do so. The securities to which this announcement relates have
not been and will not be registered under the U.S. Securities Act
of 1933, as amended (the "Securities Act") or with any securities
regulatory authority of any state of the United States or other
jurisdiction and may not be offered, sold, pledged or otherwise
transferred in the United States except pursuant to registration or
an exemption from the registration requirements of the Securities
Act and in compliance with any applicable state securities
laws.
This announcement is not intended to be a public offer or
advertisement of securities in Georgia, and is not intended to be
an offer, or an invitation to make offers, to purchase, sell,
exchange or transfer any securities in a public offering in
Georgia, and must not be passed on to third parties or otherwise
made publicly available in Georgia. Any failure to comply with this
restriction may constitute a violation of Georgian securities
law.
A rating is not a recommendation to buy, sell or hold securities
and may be subject to revision, suspension or withdrawal at any
time by the assigning rating organisation. Similar ratings for
different types of issuers and on different types of securities do
not necessarily mean the same thing. The significance of each
rating should be analysed independently from any other rating.
For further enquiries, please contact:
Director of International Media and Investor Relations
Zoltan Szalai
Or
Head of Investor Relations
Anna Romelashvili
ir@tbcbank.com.ge
About TBC Bank Group PLC ("TBC PLC")
TBC PLC is a public limited company registered in England and
Wales that was incorporated in February 2016. TBC PLC became the
parent company of JSC TBC Bank ("TBC Bank") on 10 August 2016. TBC
PLC is listed on the premium segment of London Stock Exchange under
the symbol TBCG and is a constituent of FTSE 250 Index.
TBC Bank, together with its subsidiaries, is the leading
universal banking group in Georgia, with a total market share of
38.4% of loans and 40.4% of non-banking deposits as at 31 March
2019, according to data published by the National Bank of
Georgia
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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