HSBC Announces Update On Its Tender Offer For Preferred Securities Issued By Swiss Re Capital I LP And Guaranteed By Swiss Reinsurance Company Ltd

HSBC Announces Update On Its Tender Offer For Preferred Securities Issued By Swiss Re Capital I LP And Guaranteed By Swiss Reinsurance Company Ltd

PR Newswire

ZURICH, March 31, 2015 /PRNewswire/ — HSBC Bank plc (“HSBC“) today announces the termination of its offer to purchase the outstanding 6.854% Perpetual Subordinated Step-Up Preferred Securities (liquidation preference $1,000 per Preferred Security) (Rule 144A CUSIP / ISIN / Common Code: 87089AAA6 / US87089AAA60 / 025409060; Regulation S CUSIP / ISIN / Common Code: G86303AA5 / USG86303AA52 / 025409086) (the “Preferred Securities“), issued by Swiss Re Capital I LP (the “Issuer“) and guaranteed on a subordinated basis by Swiss Reinsurance Company Ltd (“Swiss Re“) (the “Offer”).

The Offer was made upon the terms and subject to the conditions contained in the offer to purchase dated March 18, 2015 (the “Offer to Purchase“). Capitalised terms used and not defined have the meanings set forth in the Offer to Purchase.

The Offer formed part of a series of transactions, including a Concurrent Euro Tender Offer and a Concurrent Australian Dollar Tender Offer, as more fully described in the Offer to Purchase. The Concurrent Euro Tender Offer and the Concurrent Australian Dollar Tender Offer expired on March 31, 2015.

The Maximum USD Payment Amount was contingent on the results of the Concurrent Euro Tender Offer. HSBC has accepted for purchase €707,550,000 aggregate principal amount of Euro Notes pursuant to the Concurrent Euro Tender Offer, for a Euro Payable Amount of €750,003,000. Following such acceptances, the Maximum USD Payment Amount is equal to zero. The Offer is terminated as a result.

None of the Preferred Securities that have been tendered in the Offer will be accepted for purchase and no consideration will be paid or become payable to Holders of Preferred Securities who have tendered their Preferred Securities in the Offer.

Tendered Preferred Securities will be returned to the respective Holders as soon as possible.

Further Information

A complete description of the terms and conditions of the Offer was set out in the Offer to Purchase. Merrill Lynch, Pierce, Fenner & Smith Incorporated, Commerzbank Aktiengesellschaft, Deutsche Bank, HSBC Bank Plc and UBS Limited were the Dealer Managers for the Offer. Any questions or requests for assistance may be directed to the Dealer Managers:

BofA Merrill Lynch

Merrill Lynch, Pierce Fenner & Smith Incorporated

214 North Tryon Street, 21st Floor

Charlotte, NC 28255

United States

In the United States:

U.S. Toll-Free: +1 (888) 292-0070
Collect: +1 (980) 683-3215
Attention: Debt Advisory

In Europe:

Tel: +44 20 7995 2929

Email: kulwant.bhatti@baml.com

Attention: Kulwant Bhatti

Commerzbank Aktiengesellschaft

Kaiserstraße 16 (Kaiserplatz)

60311 Frankfurt am Main

Federal Republic of Germany

Tel: +49 69 136 59920

Email: Liability.Management@commerzbank.com

Deutsche Bank AG, London Branch

Winchester House

1 Great Winchester Street

London EC2N 2DB

United Kingdom

Attention: Liability Management Group

In the United States:

U.S. Toll-Free: +1 (855) 287-1922

Collect +1 (212) 250-7527

In Europe:

Tel: +44 20 7545 8011

Email: liability.management@db.com

HSBC Bank Plc
8 Canada Square
London E14 5HQ
United Kingdom
Attention: Liability Management Group
U.S. Toll Free: 1-888-HSBC-4LM
Collect: 1-212-525-5552
London: +44 207 992 6237
Email: liability.management@hsbcib.com

UBS Limited

1 Finsbury Avenue

London EC2M 2PP

United Kingdom

In Europe:

Attention: Liability Management Group

Tel: +44 (0) 20 7567 0525

By email: mark-t.watkins@ubs.com

In the United States:

Attention: Liability Management Group

Collect: +1 (203) 719-4210

Toll free: +1 (888) 719-4210

TENDER AND INFORMATION AGENT
Lucid Issuer Services Limited
Leroy House
436 Essex Road
London N1 3QP
United Kingdom

Telephone: +44 20 7704 0880
Attention: David Shilson/Sunjeeve Patel
Email: swissre@lucid-is.com

The Dealer Managers do not take responsibility for the contents of this announcement. The Issuer was aware of, and had no objection to, HSBC making the Offer.

To view the original version on PR Newswire, visit:http://www.prnewswire.com/news-releases/hsbc-announces-update-on-its-tender-offer-for-preferred-securities-issued-by-swiss-re-capital-i-lp-and-guaranteed-by-swiss-reinsurance-company-ltd-300058811.html

SOURCE Swiss Re Capital I LP

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