|POLISH FINANCIAL SUPERVISION AUTHORITY|
|UNI - EN REPORT No||29||/||2019|
|Date of issue:||2019-06-08|
|Short name of the issuer|
|INTERNATIONAL PERSONAL FINANCE|
|Final Confirmation & Results of Exchange Offer|
|Official market - legal basis|
|art. 56. 1. 2 of Act on Public Offering.|
|Unofficial market - legal basis|
|Contents of the report:|
| The information contained herein may only be released, published or distributed in the United Kingdom, the Isle of Man, Jersey and the Bailiwick of Guernsey in accordance with applicable regulatory requirements. The information contained herein is not for release, publication or distribution in or into the United States, Australia, Canada, Japan, South Africa, the Republic of Ireland or in any other jurisdiction where it is unlawful to distribute this document.
THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT QUALIFIED OR MAY HAVE QUALIFIED AS INSIDE INFORMATION WITHIN THE MEANING OF ARTICLE 7(10) OF THE MARKET ABUSE REGULATION (EU) 596/2014.
SEE “IMPORTANT INFORMATION” BELOW
INTERNATIONAL PERSONAL FINANCE PLC (THE “ISSUER”)
7 June 2019
Final Terms Confirmation and Results of Exchange Offer Announcement
This announcement constitutes the Final Terms Confirmation Announcement referred to in (i) the Final Terms dated 16 May 2019 relating to the proposed issue by the Issuer of 7.75 per cent. notes due 2023 for cash (the “Additional Notes Final Terms”); and (ii) the Final Terms contained in pages 58 to 69 of the Exchange Offer Memorandum dated 16 May 2019 (the “Exchange New Notes Final Terms” and the “Exchange Offer Memorandum”) relating to the proposed offer for exchange of the Issuer’s outstanding sterling denominated 6.125% bonds due 2020 (ISIN: XS0919406800) (the “Existing 2020 Notes”) for 7.75 per cent. notes due 2023.
This announcement also hereby announces the results of the Exchange Offer referred to in the Exchange Offer Memorandum. This announcement must be read in conjunction with, and as applicable, the Prospectus, the Supplementary Prospectus, the Exchange Offer Memorandum (including the Exchange New Notes Final Terms) and the Additional Notes Final Terms (in all cases as defined above or below).
The Prospectus, the Supplementary Prospectus, the Exchange Offer Memorandum (including the Exchange New Notes Final Terms) and the Additional Notes Final Terms are available for viewing on the website of Lucid Issuer Services Limited (https://portal.lucid-is.com).
The Exchange Period relating to the Exchange Offer and the Offer Period relating to the offer of Additional Notes expired at 12 Noon on 7 June 2019 and accordingly the Exchange New Notes and the Additional Notes (together, the “Notes”) can no longer be subscribed for nor be obtained by way of application for exchange. Accordingly, this announcement is not an offer to subscribe, tender, sell or exchange any securities.
Unless otherwise defined herein, terms used herein shall, as applicable, have the meaning given to them in the base prospectus published on 12 April 2019 (the “Prospectus”) as supplemented by a supplementary prospectus published on 7 May 2019 (the “Supplementary Prospectus”), the Exchange Offer Memorandum and the Additional Notes Final Terms.
The Exchange New Notes and the Additional Notes to be issued will be consolidated and form a single series on the Issue Date, with ISIN XS1998163148.
The Issuer confirms the following for the purposes of this Final Terms Confirmation Announcement:
Aggregate Nominal Amount of the Series of Notes to be issued: £78,100,000
Estimated net proceeds of the offer of the Series of Notes to be issued: £19,492,300 (being the Aggregate Nominal Amount of the Notes issued pursuant to the Cash Offer at the Issue Price of 100% less the fees payable to the Dealer Managers in respect of both the issuance of the Additional Notes and the Exchange New Notes; and
£57,401,900 in the form of the aggregate nominal amount of Existing 2020 Notes accepted for exchange pursuant to the Exchange Offer.
Estimated expenses relating to the offer of the Series of Notes to be issued: £1,205,800 (being the fees payable to the Dealer Managers in relation to both the Exchange New Notes and the Additional New Notes and deducted as described in estimated net proceeds of the offer of the Series of Notes to be issued above).
In relation to the Exchange Offer, the aggregate nominal amount of Existing 2020 Notes accepted for exchange by the Issuer is £57,401,900. Accordingly, the aggregate nominal amount of Existing 2020 Notes outstanding after the Exchange Offer will be £44,098,100.
For further information, please see IPF’s website at http://www.ipfin.co.uk or contact:
James Ormrod (Chief Legal Officer) +44 (0) 113 285 6824
Rachel Moran (Investor Relations Manager) +44 (0) 113 285 6798
Nick Dahlgreen (Group Treasurer) +44 (0) 113 285 6921
This announcement is released by International Personal Finance 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 (MAR), encompassing information relating to an offer of securities, as described above. For the purposes of MAR and Article 2 of Commission Implementing Regulation (EU) 2016/1055, this announcement is made by James Ormrod, Chief Legal Officer for International Personal Finance plc.
The offering and the distribution of this announcement and other information in connection with any offer in certain jurisdictions may be restricted by law and persons into whose possession this announcement or any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.
This announcement does not constitute or form part of any offer or invitation to sell, or any solicitation of any offer to purchase. Any purchase of Notes pursuant to any offer should only be made on the basis of (as applicable) the information contained in the Base Prospectus, the Supplementary Prospectus, the Exchange Offer Memorandum, the Additional Notes Final Terms and the Exchange New Notes Final Terms referred to above. The Base Prospectus, the Supplementary Prospectus, the Exchange Offer Memorandum, the Additional Notes Final Terms and the Exchange New Notes Final Terms are available for viewing at (https://portal.lucid-is.com).
The Notes have not been and will not be registered under the US Securities Act of 1933, as amended, (the “Securities Act”) and, subject to certain exceptions, may not be offered, sold or delivered within the United States or to, or for the account or benefit of U.S. persons (as defined in the Securities Act). The Notes are being offered and sold outside of the United States in reliance on Regulation S of the Securities Act. There will be no public offering in the United States.
Legal Entity Identifier: 213800II1O44IRKUZB59
|INTERNATIONAL PERSONAL FINANCE PLC|
|(fullname of the issuer)|
|INTERNATIONAL PERSONAL FINANCE||Finanse inne (fin)|
|(short name of the issuer)|| (sector according to clasification
of the WSE in Warsow)
|Building Three Leeds City Office Park Meadow Lane|
|+44 7500 760 036||+44 113 245 1675|
|SIGNATURE OF PERSONS REPRESENTING THE COMPANY|
|Date||Name||Position / Function||Signature|
|2019-06-08||Gerard Jude Ryan||Director|