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LONDON - TP ICAP (LON:NXGN) Finance plc (the Offeror) announced on Tuesday a cash tender offer for the full outstanding amount of its £250 million 5.250 percent notes due in 2026. The move is aimed at proactively managing the Offeror’s debt profile, with the purchased notes expected to be canceled and not reissued or resold.
The purchase price for the notes has been set at 100.60 percent of their nominal amount. In addition to the purchase price, the Offeror will pay accrued interest to holders who validly tender their notes. The offer is contingent on the successful completion of a new financing condition, specifically the issuance of new sterling-denominated fixed-rate notes due in 2032, to be guaranteed by TP ICAP Group plc. The proceeds from this new issue will be used, wholly or partially, to fund the tender offer.
Holders of the notes are invited to tender their holdings for cash, with the Offeror expressing no obligation to accept any tenders and reserving the right to waive the new financing condition at its discretion. The tender offer is subject to certain restrictions, particularly in the United States and other jurisdictions where the offer would be unlawful.
The deadline for holders to submit their tender instructions is set for 4:00 p.m. London time on June 10, 2025. The results of the tender offer will be announced the following day, and if successful, the settlement is expected to occur on June 12, 2025.
The Offeror has appointed HSBC Bank plc and Merrill Lynch International as dealer managers, while Kroll Issuer Services Limited will serve as the tender agent. The tender offer memorandum, which includes detailed terms and conditions, is available from the tender agent (subject to distribution restrictions).
This tender offer is part of TP ICAP Finance plc’s broader strategy to manage its debt obligations and follows the issuance of a base prospectus dated November 27, 2024, and a supplemental prospectus dated June 2, 2025. The information provided is based on a press release statement and should be verified independently before making any financial decisions.
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