Principality Building Society - Tender Offer - Results

PRINCIPALITY BUILDING SOCIETY ANNOUNCES THE RESULTS OF ITS CASH TENDER OFFER

11 JULY 2023

Full announcement including disclaimers and offer restrictions available via Lonse (Search by "Date" and "Principality" to quickly find announcement.

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PRINCIPALITY BUILDING SOCIETY ANNOUNCES MAXIMUM ACCEPTANCE AMOUNT FOR ITS CASH TENDER OFFER

05 JULY 2023

Full announcement including disclaimers and offer restrictions available via Lonse (Search by "Date" and "Principality" to quickly find announcement.

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PRINCIPALITY BUILDING SOCIETY LAUNCHES CASH TENDER OFFER

03 JULY 2023

Full announcement including disclaimers and offer restrictions available via Lonse (Source: Principality Building Society)

"3 July 2023. Principality Building Society (the Offeror) announces today that it is inviting holders of its outstanding £300,000,000 2.375 per cent. Notes due 23 November 2023 (ISIN: XS1722899165) (the Notes) to tender their Notes for purchase by the Offeror for cash subject to the satisfaction (or waiver) of the New Issue Condition (as defined below) and the other conditions described in the Tender Offer Memorandum (as defined below) (such invitation, the Offer).

The Offer is being made on the terms and subject to the conditions contained in the tender offer memorandum dated 3 July 2023 (the Tender Offer Memorandum) prepared by the Offeror in connection with the Offer, and is subject to the offer restrictions set out below and as more fully described in the Tender Offer Memorandum. Capitalised terms used but not otherwise defined in this announcement shall have the meanings given to them in the Tender Offer Memorandum.

Noteholders are advised to read carefully the Tender Offer Memorandum - including the section "Risk Factors and other Considerations" - for full details of, and information on the procedures for participating in, the Offer."

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Summary

A summary of certain key terms relevant to the Offer appears below:

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"Rationale

Alongside the Offer, the Offeror is announcing its intention to issue a new series of sterling-denominated fixed rate senior non-preferred notes (the New Notes), subject to market conditions. The issue of the New Notes and the Offer are intended to optimise the capital structure and debt profile of the Offeror.

Notes purchased by the Offeror pursuant to the Offer are expected to be cancelled and will not be re-issued or re-sold. Notes which are not purchased by the Offeror pursuant to the Offer will remain outstanding."

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