Commenting on the Bond Issue, Steve Groves, CEO, stated
“In January 2015, we held a series of meetings with fixed income investors to explore the potential for a public bond issue. Given Partnership’s debt-free balance sheet, it was logical to explore the opportunities to diversify the Group's sources of funding, but we elected not to proceed with a transaction at that time.
“Today we are announcing a £100 million bond issue to Cinven, our majority shareholder. This provides us with further financial flexibility as we pursue our strategy to grow the business in the UK retail, Defined Benefit and US Care markets.
“By introducing a prudent amount of leverage, we have diversified and strengthened our previously entirely equity funded capital structure and remain conservatively leveraged with a gearing ratio of 17%.(1)(2)
“At 31 December 2014, our economic capital position of 134% was in excess of the Board’s minimum target of 125%. This transaction increases the proforma economic capital coverage ratio by 25 percentage points to 159%(1), and provides a further cushion against unforeseen market stresses and allows us to pursue the growth opportunities we have identified. As a result, the Board believes the bond issue is in the best interests of all shareholders.”
Key terms and conditions
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£100 million 10 year bullet structure with possible redemption at option of Partnership at fifth anniversary or on any interest payment date thereafter, in each case subject to PRA consent
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Tier 2 qualifying regulatory capital instrument under existing solvency regulations and Solvency II compliant following implementation of the Solvency II regime on 1 January 2016
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Bond issued by Partnership, the Group’s listed holding company with a guarantee provided by Partnership Life Assurance Company Limited, the Group’s main regulated life company and operating subsidiary
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Annual interest rate of 9.5% payable annually in arrears from the issue date
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The transaction is anticipated to complete during March 2015
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Further information
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Partnership continues to pursue its business strategy in line with its business plan, as set out at its recent investor day, in the UK retail, Defined Benefit and US Care markets where significant opportunities for profitable growth have been identified
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As part of Partnership’s risk management approach, the Group has entered into hedging arrangements to limit the financial impact of future reductions in risk-free rates on the economic capital position
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Partnership intends to list the Bonds by 31 May 2015
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Partnership intends to only issue further debt if i) it is junior to the Bond Issue and has a later maturity date or ii) it ranks pari passu to and has a later maturity date than the Bond Issue subject to a gearing ratio(2) limit of 20%
Background
In January 2015, Partnership held a series of meetings with fixed income investors to explore the potential for a public bond issue but elected not to proceed with a transaction at that time.
Subsequently, Partnership’s majority shareholder, Cinven, which owns 52% of Partnership’s issued share capital, has agreed to fund a £100 million Bond Issue via a private placing. The Bond Issue builds upon the preparatory work done for the proposed transaction in January 2015.
The Board does not consider there to be any infringement of the terms, and in particular, the independence provisions, of the relationship agreement entered into with Cinven, as a result of the Bond Issue, given that the transaction is on normal commercial terms and that it believes it to be in the best interests of all shareholders.
Notes:
(1) Proforma represents position as at 31 December 2014 adjusted to take into account the £100 million Bond Issue, as if it had taken place at that date
(2) Gearing calculated as Total debt/Group Market Consistent Embedded Value
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