REG - Aviva PLC - Tier 2 Notes Tender Offer Final Results

AvivaAnnouncement

13/09/2024 13:30

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RNS Number : 1830E  Aviva PLC  13 September 2024

THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT QUALIFIED OR
MAY HAVE QUALIFIED AS INSIDE INFORMATION WITHIN THE MEANING OF ARTICLE 7(1) OF
THE MARKET ABUSE REGULATION (EU) NO. 596/2014 AS IT FORMS PART OF UNITED
KINGDOM DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018.

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR TO ANY PERSON
LOCATED OR RESIDENT IN THE UNITED STATES OF AMERICA, ITS TERRITORIES AND
POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN
SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS), ANY STATE OF THE UNITED
STATES OF AMERICA OR THE DISTRICT OF COLUMBIA OR IN OR INTO ANY OTHER
JURISDICTION OR TO ANY OTHER PERSON WHERE OR TO WHOM IT IS UNLAWFUL TO
RELEASE, PUBLISH OR DISTRIBUTE THIS ANNOUNCEMENT.

AVIVA plc

(incorporated in England with limited liability, registered number 2468686)

announces the final results of the tender offer for its £700,000,000 6.125
per cent. Fixed/Fixed Rate Reset Subordinated Notes due 2036 (ISIN:
XS0138717441)

13 September 2024

On 5 September 2024, Aviva plc (the Offeror) announced an invitation to
holders of its outstanding £700,000,000 6.125 per cent. Fixed/Fixed Rate
Reset Subordinated Notes due 2036 (ISIN: XS0138717441) (the Notes) to tender
their outstanding Notes for purchase by the Offeror for cash up to the Maximum
Acceptance Amount, on the terms and subject to the satisfaction (or waiver) of
the New Financing Condition and the other conditions contained in the tender
offer memorandum dated 5 September 2024 (the Tender Offer Memorandum) prepared
by the Offeror (such invitation, the Offer).

On 5 September 2024, the Offeror announced that the Maximum Acceptance Amount
for the Offer had been set at £500,000,000 in aggregate nominal amount of the
Notes.

The Offer expired at 4.00 p.m. (London time) on 12 September 2024 (the
Expiration Deadline) and the Offeror now announces the final results of the
Offer. As indicated in the indicative results announcement released by the
Offeror earlier today (the Indicative Results Announcement), the Offeror now
proposes to accept £500,000,000 in aggregate nominal amount of Notes for
purchase pursuant to the Offer.

Capitalised terms used in this announcement but not defined have the meanings
given to them in the Tender Offer Memorandum.

Final Results and Pricing

The Offeror announces that, as indicated in the Indicative Results
Announcement, it has decided to set the Final Acceptance Amount at
£500,000,000 and, accordingly, that it will accept for purchase Notes validly
tendered for purchase pursuant to the Offer subject to pro rata scaling at a
Scaling Factor of 99.095 per cent.

Pricing for the Offer took place at or around 12.00 noon (London time) today.

A summary of the final pricing for, and results of, the Offer is set out in
the table below.

 Notes                                                                        Final Acceptance Amount  Scaling Factor    Benchmark Security Rate  Purchase Spread  Purchase Yield (annual)  Purchase Price
 £700,000,000 6.125 per cent. Fixed/Fixed Rate Reset Subordinated Notes due   £500,000,000             99.095 per cent.  3.632 per cent.          95 bps           4.634 per cent.          102.987 per cent.
 2036 (ISIN: XS0138717441)

The Offeror will also pay an Accrued Interest Payment in respect of Notes
accepted for purchase pursuant to the Offer, as further described in the
Tender Offer Memorandum.

The Settlement Date in respect of the Notes accepted for purchase pursuant to
the Offer is expected to be 16 September 2024. The Offeror intends to cancel
all Notes purchased by it pursuant to the Offer. Following settlement of the
Offer, £200,000,000 in aggregate nominal amount of the Notes will remain
outstanding.

Barclays Bank PLC (Telephone: +44 20 3134 8515; Attention: Liability
Management Group; Email: eu.lm@barclays.com), Citigroup Global Markets Limited
(Telephone: +44 20 7986 8969; Attention: Liability Management Group; Email:
liabilitymanagement.europe@citi.com), HSBC Bank plc (Telephone: +44 20 7992
6237; Attention: Liability Management, DCM; Email: LM_EMEA@hsbc.com), J.P.
Morgan Securities plc (Telephone: +44 20 7134 2468; Attention: EMEA Liability
Management Group; Email: liability_management_EMEA@jpmorgan.com) and NatWest
Markets Plc (Telephone: +44 20 7678 5222; Attention: Liability Management;
Email: NWMLiabilityManagement@natwestmarkets.com) are acting as Dealer
Managers for the Offer made to Relevant Noteholders.

Kroll Issuer Services Limited (Telephone: +44 20 7704 0880; Attention: David
Shilson; Email: aviva@is.kroll.com; Offer Website:
https://deals.is.kroll.com/aviva) is acting as Tender Agent for the Offer.

This announcement is released by the Offeror and contains information that
qualified or may have qualified as inside information for the purposes of
Article 7 of the Market Abuse Regulation (EU) No. 596/2014 as it forms part of
the UK domestic law by virtue of the European Union (Withdrawal) Act 2018 (UK
MAR), encompassing information relating to the final results of the Offer
described above. For the purposes of UK MAR and Article 2 of Commission
Implementing Regulation (EU) No. 2016/1055 as it forms part of UK domestic law
by virtue of the European Union (Withdrawal) Act 2018, this announcement is
made by Susan Adams, Group Company Secretary at the Offeror.

LEI Number: YF0Y5B0IB8SM0ZFG9G81

DISCLAIMER This announcement must be read in conjunction with the Tender Offer
Memorandum. No offer or invitation to acquire any securities is being made
pursuant to this announcement.  The distribution of this announcement and the
Tender Offer Memorandum in certain jurisdictions may be restricted by law.
Persons into whose possession this announcement and/or the Tender Offer
Memorandum come(s) are required by each of the Offeror, the Dealer Managers
and the Tender Agent to inform themselves about, and to observe, any such
restrictions. Neither this announcement nor the Tender Offer Memorandum
constitutes an offer to buy or the solicitation of an offer to sell Notes or
an invitation to participate in the Offer.

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