Dublin, 22 July 2009: Anglo Irish Bank today announced an offer, on the terms of and subject to the conditions contained in a tender offer memorandum (the Tender Offer Memorandum) dated 22 July 2009, to purchase for cash any and all of the following series of securities (the Securities):
Tier 1 Securities:
£200,000,000 8.5325 per cent. Guaranteed Step-up Callable Perpetual Capital Securities issued by Anglo Irish Asset Finance plc (the 2001 Securities)
£250,000,000 7.625 per cent. Tier One Non-Innovative Capital Securities issued by Anglo Irish Asset Finance plc in one tranche of £160,000,000 and one tranche of £90,000,000 (the 2002 Securities)
€600,000,000 Fixed Rate/Variable Rate Guaranteed Non-voting Non-cumulative Perpetual Preferred Securities issued by Anglo Irish Capital UK LP (the 2004A Securities)
€600,000,000 Fixed Rate/Floating Rate Guaranteed Non-voting Non-cumulative Perpetual Preferred Securities issued by Anglo Irish Capital UK (2) LP (the 2006 Securities)
£350,000,000 Fixed Rate/Floating Rate Guaranteed Non-voting Non-cumulative Perpetual Preferred Securities issued by Anglo Irish Capital UK (3) LP (the 2007 Securities)
Tier 2 Securities:
€750,000,000 Floating Rate Subordinated Notes issued by Anglo Irish Bank Corporation plc (now Anglo Irish Bank Corporation Limited) (the 2004B Securities)
£300,000,000 Callable Fixed to Floating Rate Undated Subordinated Notes issued by Anglo Irish Bank Corporation plc (now Anglo Irish Bank Corporation Limited) (the 2005 Securities)
The 2001 Securities, the 2002 Securities, the 2004A Securities, the 2004B Securities, the 2005 Securities, the 2006 Securities and the 2007 Securities together, the Securities and each a Series and the holders of such being the Holders.
The Offer
Anglo Irish Bank Corporation Limited (the Bank) and Anglo Irish Asset Finance plc (Asset Finance and together with the Bank, the Offerors) invite Holders (subject to offer restrictions - see "Offer and Distribution Restrictions") to tender any and all of the Securities for purchase by the Relevant Offeror for cash (the Offer). The Offer is made on the terms and subject to the conditions contained in the Tender Offer Memorandum.
Relevant Offeror means (i) in respect of the 2001 Securities, the 2002 Securities, the 2004A Securities, the 2006 Securities and the 2007 Securities, Asset Finance and (ii) in respect of the 2004B Securities and the 2005 Securities, the Bank.
The Relevant Offeror will pay the relative amount set out below against each Series of Securities (in each case the Purchase Price) for each €1,000 (in the case of the 2004A Securities, the 2004B Securities and the 2006 Securities) or £1,000 (in the case of the 2001 Securities, the 2002 Securities, the 2005 Securities and the 2007 Securities) in nominal amount of the Securities accepted by it for purchase pursuant to the Offer, and (in the case of the 2004B Securities and the 2005 Securities only) the Relevant Offeror will also pay accrued interest on such Securities. Accrued interest will not be paid on the Tier 1 Securities pursuant to the Bank's announcement on 9 July 2009 that no further coupon (other than that due on the 2002 Securities on 23 July 2009 which will be paid) will be made on such Securities as a condition of the European Commission's approval of the Irish Government's recapitalisation of the Bank.
Subject to applicable law and as provided in the Tender Offer Memorandum, the Relevant Offeror may, in its sole discretion, extend, re-open, amend, waive any condition of or terminate the Offer at any time (including with respect to any or all Series of Securities). Details of any such extension, re-opening, amendment or termination will be announced as provided in the Tender Offer Memorandum as soon as reasonably practicable after the relevant decision is made.
Capitalised terms not otherwise defined in this notice have the same meaning as assigned to them in the Tender Offer Memorandum.
Tenders of Securities in the Offer will be irrevocable except in the limited circumstances described in the Tender Offer Memorandum.
Description of the Securities
Common code/ISIN
Outstanding nominal amount
Amount subject to the Offer
Relevant
Offeror
Purchase Price
Whether Accrued Interest payable
£200,000,000 8.5325 per cent. Guaranteed Step-up Callable Perpetual Capital Securities issued by Anglo Irish Asset Finance plc
013147566
XS0131475666
£200,000,000
Any and all
Asset Finance
£270 for each £1,000 in nominal amount
No
£250,000,000 7.625 per cent. Tier One Non-Innovative Capital Securities issued by Anglo Irish Asset Finance plc in one tranche of £160,000,000 and one tranche of £90,000,000
015181125
XS0151811253
£250,000,000
Any and all
Asset Finance
£270 for each £1,000 in nominal amount
No
€600,000,000 Fixed Rate/Variable Rate Guaranteed Non-voting Non-cumulative Perpetual Preferred Securities issued by Anglo Irish Capital UK LP
020179031
XS0201790317
€600,000,000
Any and all
Asset Finance
€270 for each €1,000 in nominal amount
No
€750,000,000 Floating Rate Subordinated Notes issued by Anglo Irish Bank Corporation plc (now Anglo Irish Bank Corporation Limited)
019493750
XS0194937503
€750,000,000
Any and all
The Bank
€550 for each €1,000 in nominal amount
Yes
£300,000,000 Callable Fixed to Floating Rate Undated Subordinated Notes issued by Anglo Irish Bank Corporation plc (now Anglo Irish Bank Corporation Limited)
023139162
XS0231391623
£300,000,000
Any and all
The Bank
£370 for each £1,000 in nominal amount
Yes
€600,000,000 Fixed Rate/Floating Rate Guaranteed Non-voting Non-cumulative Perpetual Preferred Securities issued by Anglo Irish Capital UK (2) LP
026881412
XS0268814125
€600,000,000
Any and all
Asset Finance
€270 for each €1,000 in nominal amount
No
£350,000,000 Fixed Rate/Floating Rate Guaranteed Non-voting Non-cumulative Perpetual Preferred Securities issued by Anglo Irish Capital UK (3) LP
029242534
XS0292425344
£350,000,000
Any and all
Asset Finance
£270 for each £1,000 in nominal amount
No
The Offer begins today, 22 July 2009, and will expire at 5.00 p.m. London time on 30 July 2009 (the Expiration Deadline), unless extended, re-opened or terminated as provided in the Tender Offer Memorandum. The relevant deadline set by any intermediary or Clearing System will be earlier than this deadline.
The Relevant Offeror will announce on the Business Day following the Expiration Deadline whether it accepts for purchase Securities validly tendered in the Offer and the aggregate nominal amount of Securities of each Series (if any) accepted for purchase. Settlement of the Purchase Price and, where applicable, accrued interest is expected to take place on 4 August 2009.
In order to be eligible to receive the Purchase Price, Holders must validly tender their Securities by the Expiration Deadline, by delivering, or arranging to have delivered on their behalf, a valid Tender Instruction that is received by the Tender Agent by the Expiration Deadline.
Announcements will be made by the issue of a press release to a Notifying News Service, by delivery of notices to the Clearing Systems for communication to Direct Participants via the Company Announcements Section of the Irish Stock Exchange (in respect of the 2005 Securities, the 2006 Securities and the 2007 Securities), by publication on the Luxembourg Stock Exchange's website at
www.bourse.lu (in respect of the 2001 Securities, the 2002 Securities and the 2004A Securities), and may also be found on Reuters International Insider Screen. Copies of all announcements, notices and press releases can also be obtained from the Tender Agent, the contact details for which are set out below.
The following table sets out the expected dates and times of the key events relating to the Offer. This is an indicative timetable and is subject to change. All times are London Time.