ANGLO IRISH BANK CORPORATION LIMITED ANNOUNCES AN INVITATION FOR OFFERS TO SELL COVERED BONDS AND SOLICITATION OF CONSENTS IN RELATION TO COVERED BONDS
NOT FOR DISTRIBUTION TO ANY UNITED STATES OR ITALIAN PERSON OR TO ANY PERSON RESIDENT AND/OR LOCATED IN THE UNITED STATES OR THE REPUBLIC OF ITALY
Ireland - 7 December 2010
Anglo Irish Bank Corporation Limited acting through its UK branch (the “Issuer”) hereby announces that it is inviting holders (the “Covered Bondholders”) of its outstanding €200,000,000 Floating Rate Covered Bonds (ISIN: XS0302133607) (the “Series 3 Covered Bonds”) and its outstanding JPY12,000,000,000 Floating Rate Notes due July 2012 (ISIN: XS0308589059) (the “Series 5 Covered Bonds”, each a “Series” and together, the “Covered Bonds”), each irrevocably and unconditionally guaranteed by Anglo Irish Covered Bonds LLP (the “LLP”) and issued pursuant to the Issuer’s €10,000,000,000 Global Covered Bond Programme, to offer to sell for cash any or all of the Covered Bonds held by them and to vote in favour of the Extraordinary Resolutions described below (the “Invitations”).
The Invitations are made on the terms and subject to the conditions contained in the invitation memorandum dated 7 December 2010 (the “Invitation Memorandum”). Capitalised terms used but not defined in this announcement have the meanings ascribed to them in the Invitation Memorandum.
In connection with the Invitations, two Meetings of Covered Bondholders have been convened to consider and, if thought fit, pass Extraordinary Resolutions which, subject to certain conditions set out therein, will, inter alia, provide for the amendment of the terms and conditions of the Covered Bonds of each Series to the effect that, on giving not less than one Business Day’s notice to the Covered Bondholders of the relevant Series, the Issuer will redeem all of the Covered Bonds of such Series which have not separately been accepted for purchase pursuant to the relevant Invitation on the Redemption Settlement Date at the relevant Purchase Price (together with accrued and unpaid interest as set out below).
Series of Covered Bonds
Nominal Amount Outstanding
Purchase Price (as a percentage of the nominal
amount of the Covered Bonds)
€200,000,000 Floating Rate Covered Bonds
due May 2012
JPY 12,000,000,000 Floating Rate Notes
due July 2012
Tender - Purchase Price
Covered Bondholders whose offers to sell are accepted by the Issuer will receive, subject to the terms and conditions of the Invitation Memorandum, if such Covered Bonds were validly tendered and not withdrawn at or prior to the Expiration Deadline, (i) €1,000 per €1,000 in nominal amount of the Series 3 Covered Bonds, in the case of the Series 3 Covered Bonds and (ii) JPY10,000,000 per JPY10,000,000 in nominal amount of the Series 5 Covered Bonds, in the case of the Series 5 Covered Bonds (each a “Purchase Price” and together, the “Purchase Prices”) plus accrued and unpaid interest on the Covered Bonds from (and including) the last preceding interest payment date prior to the Settlement Date to (but excluding) the Settlement Date.
The Invitation in respect of each Series is conditional upon the passing of the Extraordinary Resolution relating to such Series. The Issuer expressly reserves the right to re-open, extend, decline and/or amend any Invitation (including, but not limited to, any amendment of the Purchase Price). If the Extraordinary Resolution is not passed in respect of a Series, the Issuer reserves the right to purchase Covered Bonds of such Series from a Covered Bondholder nonetheless.