NOT FOR DISTRIBUTION IN OR TO THE UNITED STATES (OR for the account or benefit of, U.S. Persons), CANADA, AUSTRALIA, SOUTH AFRICA, JAPAN OR IN ANY OTHER JURISDICTION IN WHICH, OR TO PERSONS IN ANY JURISDICTION TO WHOM, SUCH DISTRIBUTION WOULD BE PROHIBITED BY APPLICABLE LAW
11 November 2024
UK Government Investments Limited ("UKGI")
Disposal of Shares in NatWest Group plc for £1bn
UKGI announces the completion of the disposal of part of His Majesty's Treasury's ("HM Treasury") shareholding in NatWest Group plc (the "Company"). The disposal was effected by way of an off-market purchase (the "Off-Market Purchase") by the Company of 262,605,042 ordinary shares in the Company (the "Shares"), pursuant to a contract between the Company and HM Treasury signed on 7 February 2019, amended on 17 November 2022 and 7 May 2024 and most recently reapproved by the Company's shareholders at its Annual General Meeting on 23 April 2024 (the "Directed Buyback Contract").
The price paid by the Company for each Share was, in accordance with the Directed Buyback Contract, 380.8 pence, being the price at the close of trading on 8 November 2024 on the main market for listed securities of London Stock Exchange plc. The total consideration for the Off-Market Purchase will be £1 billion.
As a result of the Off-Market Purchase, HM Treasury's percentage of voting rights in the Company will fall from approximately 14.2% to approximately 11.4%1, following cancellation by the Company of all of the purchased Shares.
Settlement of the Off-Market Purchase will occur on 13 November 2024.
The sale of Shares by HM Treasury under the trading plan announced on 22 July 2021 and most recently extended on 3 April 2023 (the "Trading Plan") has not been paused in connection with the Off-Market Purchase.
UKGI and HM Treasury will keep further disposal options under consideration when market conditions permit and it is value for money to do so.
Goldman Sachs International is acting as Privatisation Adviser. Freshfields Bruckhaus Deringer LLP is acting as legal counsel to UKGI in respect of English and US law. The Trading Plan is managed by Morgan Stanley & Co. International plc.
Contacts:
HM Treasury Press Office: +44 20 7270 5238
Notes:
1. This number is based on Total Voting Rights as of 31 October 2024 and reflects sales executed under the Trading Plan up to the time of this announcement, including transactions that may not have settled.
This press release is for information purposes only and does not constitute or form a part of an offer to sell or a solicitation of an offer to purchase any security of the Company in the United States or in any other jurisdiction where such offer or solicitation is unlawful. The securities of the Company described in this press release have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or any applicable state or foreign securities laws and may not be offered or sold in the United States absent registration or an exemption from the registration requirements of the Securities Act. There shall be no public offering of securities in the United States.
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