0001140361-20-028413.txt : 20201215 0001140361-20-028413.hdr.sgml : 20201215 20201215113516 ACCESSION NUMBER: 0001140361-20-028413 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20201215 FILED AS OF DATE: 20201215 DATE AS OF CHANGE: 20201215 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SANTANDER UK GROUP HOLDINGS PLC CENTRAL INDEX KEY: 0001649373 STANDARD INDUSTRIAL CLASSIFICATION: COMMERCIAL BANKS, NEC [6029] IRS NUMBER: 000000000 STATE OF INCORPORATION: X0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-37595 FILM NUMBER: 201388716 BUSINESS ADDRESS: STREET 1: 2 TRITON SQUARE STREET 2: REGENT'S PLACE CITY: LONDON STATE: X0 ZIP: NW1 3AN BUSINESS PHONE: 02077564550 MAIL ADDRESS: STREET 1: 2 TRITON SQUARE STREET 2: REGENT'S PLACE CITY: LONDON STATE: X0 ZIP: NW1 3AN 6-K 1 brhc10017996_6k.htm 6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 6-K


Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 under the

Securities Exchange Act of 1934

 

For the month of December, 2020 


Commission File Number 001-37595


SANTANDER UK GROUP HOLDINGS PLC

(Translation of registrant's name into English)


2 Triton Square,

Regent's Place,

London NW1 3AN, England

(Address of principal executive office)


Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.


  Form 20-F
☒ Form 40-F ☐  


Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐ 


Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐


Santander UK plc and Santander UK Group Holdings plc announce the expiration and results of cash tender offers for four series of Notes

December 15, 2020 — Santander UK plc (”Santander”) announced today the expiration of its previously announced offers to purchase for cash up to:

(i) $314,265,000 of its outstanding $897,900,000 5.000% Fixed Rate Subordinated Notes due 2023; and

(ii) $130,313,000 of its outstanding $260,626,000 7.95% Term Subordinated Securities due October 26, 2029 (collectively, the “Santander Notes” and such offers, the “Santander Tender Offers”).

Santander UK Group Holdings plc (“Santander Holdings,” and, together with Santander, the “Offerors” and each, an “Offeror”) announced today the expiration of its previously announced offers to purchase for cash up to:

(i) $300,000,000 of its outstanding $1,000,000,000 4.750% Dated Subordinated Notes due 2025; and

(ii) $100,000,000 of its outstanding $500,000,000 5.625% Dated Subordinated Notes due 2045

(collectively, the “Santander Holdings Notes” and, together with the Santander Notes, the “Notes”, and such offers, the “Santander Holdings Tender Offers” and, the Santander Holdings Tender Offers together with the Santander Tender Offers, the “Tender Offers”, and each, a “Tender Offer”).

The Offerors made separate Tender Offers, each on the terms and subject to the conditions set forth in the offer to purchase dated November 12, 2020 (the “Offer to Purchase”). Capitalized terms used in this announcement and not otherwise defined have the meanings ascribed to them in the Offer to Purchase.

The Tender Offers expired at 11:59 p.m., New York City time, on December 14, 2020. The table below identifies the principal amount of each series of Notes each of the Offerors has accepted for purchase pursuant to the Tender Offers made by it.


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Title of Notes
Issuer
Securities Codes
Outstanding
Principal Amount(1)
Maximum
Tender Amount
Principal
Amount
Tendered At
or Prior to
the Early
Tender Time
and
Previously
Accepted for
Purchase
Additional
Principal
Amount
Tendered
After the
Early Tender
Time and
Accepted for
Purchase
5.000 per cent. Fixed Rate Subordinated Notes due 2023
Santander UK plc
Regulation S:
ISIN: XS0989359756 / Common Code: 098935975
Rule 144A:
ISIN: US80283LAA17 / CUSIP:
80283L AA1
$897,900,000
$314,265,000
$157,501,000
$1,022,000
7.95 per cent. Term Subordinated Securities due October 26, 2029
Santander UK plc
ISIN:US002920AC09
CUSIP:
002920 AC0
$260,626,000
$130,313,000
$37,509,000
$1,777,000
4.750 per cent. Dated Subordinated Notes due 2025
Santander UK Group Holdings plc
Regulation S:
ISIN: XS1291333760
Common Code: 129133376
Rule 144A:
ISIN: US80281LAA35
CUSIP:
80281L AA3
$1,000,000,000
$300,000,000
$274,719,000
$300,000
5.625 per cent. Dated Subordinated Notes due 2045
Santander UK Group Holdings plc
Regulation S:
ISIN: XS1291352711
Common Code: 129135271
Rule 144A:
ISIN: US80281LAB18
CUSIP:
80281L AB1
$500,000,000
$100,000,000
$100,000,000
n/a


(1) As at the commencement of each of the Tender Offers.

Holders of Notes that are validly tendered and received by the Information and Tender Agent following the Early Tender Time, but at or prior to the Expiration Time, and accepted for purchase will receive the applicable Tender Offer Consideration only, which excludes the Early Tender Payment.

It is expected that payment for Notes tendered after the Early Tender Time but at or prior to the Expiration Time will be made on December 16, 2020. Notes not accepted for purchase will be promptly returned to the tendering Holders or, as applicable, unblocked in the relevant account with Euroclear and/or Clearstream, Luxembourg, as applicable.

The Offerors retained J.P. Morgan Securities LLC (Telephone (within the United States): +1 212 834 4045 (U.S. collect) or +1 (866) 834 4666 (U.S. toll free); Telephone (outside the United States): +44 207 134 2468; Email: liability_management_EMEA@jpmorgan.com) and Santander Investment Securities Inc. (Telephone: +1 212 940 1442 (U.S. collect) or +1 855 404 3636 (U.S. toll free)) to act as the Dealer Managers for the Tender Offers and Lucid Issuer Services Limited (Telephone: +44 20 7704 0880; Email: santander@lucid-is.com) to act as the Information and Tender Agent for the Tender Offers.

This announcement is for informational purposes only and does not constitute an offer to sell, or a solicitation of an offer to buy, any security (including the Notes). This announcement must be read in conjunction with the Offer to Purchase. 


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The distribution of this announcement in certain jurisdictions may be restricted by law. Persons into whose possession this announcement comes are required by each of the Offerors, the Dealer Managers and the Information and Tender Agent to inform themselves about and to observe any such restrictions.

This announcement is released by Santander UK plc and Santander UK Group Holdings plc and contains information that qualified or may have qualified as inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 (“MAR”), encompassing information relating to the Tender Offers described above. For the purposes of MAR and Article 2 of Commission Implementing Regulation (EU) 2016/1055, this announcement is made by Tom Ranger, Treasurer at Santander UK plc.


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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

SANTANDER UK GROUP HOLDINGS PLC
   
 
By:
/s/ Rebecca Nind
 
Name: Rebecca Nind
 
Title: Authorized Signatory

Date: December 15, 2020



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