ING to issue €1.65 billion notes in exchange offer for three series

By Susanna Moon

Chicago, March 30 - ING Groep NV said 64% of holders on average participated in the exchange offer for €2.6 billion of senior debt securities issued in three tranches by ING Verzekeringen NV. ING Groep will issue €1,654,063,000 of notes in the exchange offer.

Holders also consented to change the terms and conditions of the following series of notes:

• €600 million of 3.5% notes due November 2012;

• €1 billion of 4% notes due September 2013; and

• €1 billion of notes due September 2013 with a coupon of Euribor plus 17.5 basis points.

As previously noted, holders could tender their notes for new securities with the same coupon and maturity issued by ING Groep or maintain their investments and consent to a modification of terms. The consent fee was 2.5% for the floaters and 0.25% for the two series of fixed-rate notes.

Holders tendered €347.12 million of the 3.5% notes, €730,335,000 of the floaters and €576,608,000 of the 4% notes.

The exchange offer and the early consent deadlines were March 16. The consent solicitation deadline was March 27. The offers began on March 8.

The proposals to amend the three series of ING Verzekeringen notes were passed at the meetings held on March 30, according to a press release.

Settlement is expected to occur on April 4.

The offers were in preparation of the planned divestments of ING's insurance and investment management activities, according to a previous release.

The objective was to remove potential ambiguity that the planned divestments may create for these securities, predominantly with regard to the substantial assets disposal clauses, which may be triggered by the divestments, the release noted.

Morgan Stanley (+44 207 677 5040 or e-mail liabilitymanagementeurope@morganstanley.com) is the structurer and lead dealer manager, and UBS Investment Bank and ING are joint dealer managers. Lucid Issuer Services Ltd. (ing@lucid-is.com) is the exchange agent.

ING is a financial services company based in Amsterdam.

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