RBS gives early update in offers for 11 note series; lifts tender cap

By Susanna Moon

Chicago, June 17 - The Royal Bank of Scotland NV gave an early tender update in the cash tender offers for some of 11 series of notes as 5 p.m. ET on June 14, the early deadline.

The company also will now purchase up to $2,489,237,188 of the notes, up from $1 billion principal amount at the start of the offer, according to a company press release.

The offers will run until 11:59 p.m. ET on June 28, with settlement set for July 3 and Australian dollar settlement for July 4. The offers began June 3.

Holders had tendered the following amount of notes, listed in order of priority acceptance level, by the early tender deadline:

• All of the €100 million callable fixed-to-floating subordinated eurobonds due 2017;

• $932,039,000 of the $1.5 billion subordinated floating-rate notes 2005 due 2015;

• €1,062,140,000 of the €1.5 billion subordinated floating-rate notes 2005 due 2015;

• All of the €5 million floating-rate callable notes due 2015;

• A$375,861,000 of the A$575 million subordinated 6.5% notes converting to floating-rate notes due 2018;

• A$138,347,000 of the A$175 million subordinated floating-rate notes due 2018;

• None of the €15 million fixed to CMS-linked notes due 2020;

• €112,201,000 of the €250,000,000 fixed-to-floating interest subordinated motes due 2019;

• DEM 14.4 million of the DEM 50 million ABN Amro subordinated notes due 2016;

• All of the DEM 14 million ABN Amro subordinated notes due 2016; and

• $198.54 million of the $500 million 4.65% subordinated notes due 2018.

Pricing information

As noted when the offer began, the total purchase prices for the notes covered by the tender offers are as follows:

• €931.25 for the callable fixed-to-floating eurobonds due 2017;

• $986.25 for the U.S. dollar floaters 2005 due 2015;

• €985.00 for the euro floaters 2005 due 2015;

• €986.25 for the floating-rate callable notes due 2015;

• A$930.00 for the 6.5% notes converting to floaters due 2018;

• A$930.00 for the floaters due 2018;

• €863.75 for the fixed to CMS-linked notes due 2020;

• €1,022.50 for the fixed-to-floating notes due 2019;

• DEM 1,125.63 for the ABN Amro subordinated notes due 2016;

• DEM 1,125.00 for the ABN Amro subordinated notes due 2016; and

• $1,061.25 for the 4.65% notes due 2018.

The total purchase price includes an early tender premium of €30.00, $30.00, A$30.00 or DEM 30.00 for each respective €1,000, $1,000, A$1,000 or DEM 1,000 principal amount of notes tendered by the early tender date.

Those who tender after the early deadline will receive the total payment less the early premium.

Holders also will receive accrued interest.

Tendered notes may no longer be withdrawn, as of the early tender deadline.

More offer details

The offers are a part of the ongoing active management of the company's capital structure and also will provide liquidity to noteholders, according to a previous press release by RBS.

Lucid Issuer Services Ltd. (attn.: David Shilson/Paul Kamminga/Sunjeeve Patel, rbs@lucid-is.com, 44 0 20 7704 0880) is the lead tender agent. Global Bondholder Services Corp. (866 924-2200 or banks and brokers call collect 212 430-3774) is the U.S. tender agent, and BTA Institutional Services Australia Ltd. (61 2 9551 5036, fax 61 2 9551 5009, attn.: Mark Cochrane, mark.cochrane@bnymellon.com) is the Australian tender agent.

RBS Securities Inc. (attn.: liability management, 877 297-9832 or collect 203 897-4825) is the global arranger and lead dealer manager in the United States, and Royal Bank of Scotland plc (attn.: liability management group, liabilitymanagement@rbs.com or call 44 20 7085 8056) is the global arranger and lead dealer manager outside the United States.

Deutsche Bank AG, London Branch (44 20 7545 8011, attn.: liability management group, liability.management@db.com), Deutsche Bank Securities Inc. (855 287 1922, collect 212 250 7527, attn.: liability management group, US_Liability_Strategies_Team@list.db.com), Deutsche Bank AG, Sydney Branch (61 2 8258 2419/1339, attn.: Rod Everitt / Craig Johnston, rod.everitt@db.com / craig.johnston@db.com), ING Bank NV (attn.: Kris Devos / Kenneth Lφsken / Regis Lanove, liabilitymanagement@ing.be, 32 2 557 1601/1605/1606) and UniCredit Bank AG (attn.: Matthias Fuchsschwanz, lme@unicreditgroup.de, 49 89 378 11323) are also dealer managers.

The financial services company is based in Edinburgh.

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