Ulster Bank Dutch Auction Tender Offer for Celtic Residential 9 Notes

Wednesday, May 25, 2011
By SHP

Ulster Bank has announced a buy back plan by way of a Modified Dutch Auction Procedure. It is hoping to buy back EUR1.7 billion of its notes from bondholders.

Due to the market conditions at the moment Ulster Bank is able to buy back some of its notes below par value.

It can benefit bondholders by giving them the opportunity to take a cash payment early prior for the final redemption date of the bonds.

Ulster Bank has over 1.9 million customers and employs more than 6000 people. It has 146 branches in the Republic of Ireland and 90 branches in Northern Ireland.

The Dutch auction tender offer means that Ulster Bank will set a range at which bondholders can bid to have their bonds tendered at. If bondholders bid below the final “strike price” they will not have their bonds tendered. The Bank will not accept for purchase any Notes tendered at prices greater than the Purchase Price for the relevant Class.

The bonds which will be subject to the tender offer and the minimum purchase prices percentages are:

  • €1,067,500,000 Class A2 Mortgage Backed Floating Rate Notes due 2047 - XS0235753299 – 79%.
  • €70,000,000 Class B Mortgage Backed Floating Rate Notes due 2047 - XS0235753372 – 57%
  • €1,253,000,000 Class A2 Mortgage Backed Floating Rate Notes due 2048 - XS0262424012 – 77%
  • €89,500,000 Class B Mortgage Backed Floating Rate Notes due 2048 - XS0262424525 – 48%
  • €385,000,000 Class A2a Mortgage Backed Floating Rate Notes due 2048 - XS0275790516 – 99.5%
  • €1,388,800,000 Class A3a Mortgage Backed Floating Rate Notes due 2048 - XS0275790789 - 82%
  • £586,000,000 Class A3c Mortgage Backed Floating Rate Notes due 2048 - XS0275790862- 82%
  • €77,000,000 Class Ba Mortgage Backed Floating Rate Notes due 2048 - XS0275790946 – 57%
  • €147,400,000 Class Ca Mortgage Backed Floating Rate Notes due 2048 XS0275791084 – 50%
  • £17,500,000 Class Cc Mortgage Backed Floating Rate Notes due 2048 XS0275791167 – 50%
  • €487,500,000 Class A2 Mortgage Backed Floating Rate Notes due 2049 - 96%
  • €1,010,685,000 Class A3 Mortgage Backed Floating Rate Notes due 2049 XS0305171059 – 77%
  • €39,000,000 Class B Mortgage Backed Floating Rate Notes due 2049 XS0305171562 – 57%
  • €87,750,000 Class C Mortgage Backed Floating Rate Notes due 2049 XS0305172610 – 42%

In order to participate in, and be eligible to receive the relevant Purchase Price pursuant to the relevant Offer, Noteholders must validly tender their Notes by delivering, or arranging to have delivered on their behalf, a valid Tender Instruction (as more fully described in the Tender Offer Memorandum) that is received by the Tender Agent by 4.00 p.m. (London time) on 7 June 2011. Tender Instructions will be irrevocable except in the limited circumstances described in the Tender Offer Memorandum.

Key Dates of the Ulster Bank Dutch Auction

  • Commencement of the Offers - 24 May 2011
  • Expiration Deadline - 4.00 p.m. on 7 June 2011
  • Announcement of Offer Results - As soon as reasonably practicable after 12.00 noon on 8 June 2011
  • Settlement Date - 13 June 2011

All details can be amended by Ulster Bank at any time.

The Royal Bank of Scotland plc is acting as Dealer Manager for the Offers and Lucid Issuer Services Limited is acting as Tender Agent.

DEALER MANAGER:

  • The Royal Bank of Scotland plc
  • 135 Bishopsgate
  • London EC2M 3UR
  • United Kingdom
  • Tel: +44 20 7085 9178
  • Attn: Liability Management Group
  • Email: liabilitymanagement@rbs.com

TENDER AGENT

  • Lucid Issuer Services Limited
  • Leroy House
  • 436 Essex Road
  • London N1 3QP
  • United Kingdom
  • Telephone: +44 20 7704 0880
  • Attention: David Shilson / Yves Theis
  • Email: celtic@lucid-is.com

This announcement must be read in conjunction with the Tender Offer Memorandum, issued by Ulster Bank Ireland Limited.

Ulster Bank investors website: http://group.ulsterbank.com/investors

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