TIDMLIV2
RNS Number : 9221U
LendInvest Secured Income II
04 August 2022
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.
UK MiFIR retail investors, professional investors and ECPs
target market - Manufacturer target market (UK MiFIR product
governance) is eligible counterparties and professional clients
(all distribution channels) and also retail clients (all
distribution channels).
4 August 2022
LENDINVEST SECURED INCOME II PLC
GBP60,000,000 6.5 per cent. Notes due 2027
with the benefit of a partial 20% guarantee by LendInvest
plc
Final Terms Confirmation Announcement and Announcement of
Results of Exchange Offer
This announcement constitutes the Final Terms Confirmation
Announcement referred to in (a) the exchange offer memorandum and
prospectus dated 13 July 2022 (the "Exchange Offer Memorandum and
Prospectus") relating to (i) the proposed offer and issue (the
"Cash Offer") by LendInvest Secured Income II plc (the "Issuer") of
its 6.5 per cent. notes due 2027 (the "New Bonds"); and (ii) the
Issuer's invitation to exchange (the "Exchange Offer") to holders
of the 5.25 per cent. Notes due 2022 and 5.375 per cent. Notes due
2023 (together, the "Existing Bonds") each issued by LendInvest
Secured Income plc for the Issuer's 6.5 per cent. notes due 2027
(the "Exchange New Bonds" and together with the New Bonds, the
"Notes") and (b) the summary relating to the offer of the Notes to
be issued by the Issuer (the "Summary"). The Notes will be issued
as one series on the Issue Date (as specified below) with ISIN
XS2498582266.
This announcement also announces the results of the Exchange
Offer referred to in the Exchange Offer Memorandum and
Prospectus.
This announcement must be read in conjunction with the Exchange
Offer Memorandum and Prospectus, the Summary, the base prospectus
dated 12 July 2022 relating to the Euro Medium Term Note Programme
established by the Issuer (the "Base Prospectus") and the final
terms dated 13 July 2022 in connection with the issuance of the
Notes (the "Final Terms").
Each of the Exchange Offer Memorandum and Prospectus, the
Summary, the Base Prospectus and the Final Terms is available for
viewing at the website of LendInvest plc (
https://www.lendinvest.com/invest/listed-bond-3 ).
The Exchange Offer Period relating to the Exchange Offer and the
Offer Period relating to the Cash Offer, in each case, expired at
4.00 p.m. (London time) on 3 August 2022 and accordingly 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.
The Issuer confirms the following for the purposes of this Final
Terms Confirmation Announcement:
Issue Date: 8 August 2022
Aggregate nominal amount of GBP60,000,000 (of which GBP9,282,900
the Notes to be issued: were subscribed pursuant to
the Cash Offer, GBP29,545,100
were subscribed pursuant to
the Exchange Offer and GBP21,172,000
will be initially retained in
treasury by the Issuer)
--------------------------------------
Estimated net proceeds of the GBP38,342,650 (taking into account
New Bonds: of fees and commissions payable)
--------------------------------------
Estimated total expenses of GBP485,350 (being the fees and
the offering: commissions payable to the Dealer
Manager in relation to the Notes)
--------------------------------------
Estimated total expenses relating GBP1,100,000
to the offering and admission
to trading of the Notes:
--------------------------------------
In relation to the Exchange Offer, the aggregate nominal amount
of the Existing Bonds accepted for exchange by the Issuer is:
5.25 per cent. Notes due 2022 GBP24,547,100
5.375 per cent. Notes due 2023 GBP4,998,000
--------------
Accordingly, the aggregate nominal amount of the Existing Bonds
remaining outstanding (and falling due to be repaid by the Issuer
on their respective maturity dates) after the Exchange Offer will
be:
5.25 per cent. Notes due 2022 GBP28,137,900
5.375 per cent. Notes due 2023 GBP55,002,000
--------------
This announcement is not a prospectus for the purposes of
Regulation (EU) 2017/1129 as it forms part of domestic law by
virtue of the European Union (Withdrawal) Act 2018 (the "EUWA")
(the "UK Prospectus Regulation") and/or Part VI of the Financial
Services and Markets Act 2000.
Investors should not subscribe for any Notes referred to in this
announcement except on the basis of information in the Base
Prospectus, the Final Terms and, in relation to the Exchange Offer,
the Exchange Offer Memorandum and Prospectus before making an
investment decision in order to fully understand the potential
risks and rewards associated with the decision to invest in the New
Bonds and/or participate in the Exchange Offer. Investors should
not subscribe for any bonds referred to in this announcement except
on the basis of information in the Base Prospectus, the Final Terms
and the Exchange Offer Memorandum and Prospectus.
Please note that the information contained in the Base
Prospectus, the Final Terms and the Exchange Offer Memorandum and
Prospectus may be addressed to and/or targeted at persons who are
residents of particular countries (specified in the Base
Prospectus, the Final Terms and/or the Exchange Offer Memorandum
and Prospectus) only and is not intended for use, and should not be
relied upon, by any person outside these countries and/or to whom
the offer contained in the Base Prospectus, the Final Terms and/or
the Exchange Offer Memorandum and Prospectus is not addressed.
Prior to relying on the information contained in the Base
Prospectus, the Final Terms and the Exchange Offer Memorandum and
Prospectus you must ascertain from the Base Prospectus, the Final
Terms and the Exchange Offer Memorandum and Prospectus (as
applicable) whether or not you are part of the intended addressees
of the information contained therein.
The offering and the distribution of this announcement and other
information in connection with the offer in certain jurisdictions
may be restricted by law and persons into whose possession 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 securities. Any offer and sale of any securities should only be
made in compliance with the requirements of the UK Prospectus
Regulation.
Any securities referred to herein have not been and will not be
registered under the United States Securities Act of 1933 (as
amended, the "Securities Act") and, subject to certain exceptions,
may not be offered or sold within the United States or to United
States persons. Any securities referred to herein are being offered
and sold outside of the United States in reliance on Regulation S
of the Securities Act.
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announcement nor the content of any website accessible from
hyperlinks is incorporated into, or forms part of, this
announcement.
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END
STRPIMPTMTTMMPT
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