Slaughter and May advised Direct Line Insurance Group plc on the issue of RT1 notes and cash tender offer

Slaughter and May advised Direct Line Insurance Group plc on its issue of £350,000,000 Fixed Rate Reset Perpetual Restricted Tier 1 Contingent Convertible Notes (the RT1 Notes). The RT1 Notes are convertible into ordinary shares of Direct Line Insurance Group plc upon the occurrence of certain conversion trigger events. The Notes are listed on the Global Exchange Market of the Irish Stock Exchange. HSBC and NatWest Markets acted as joint structuring advisers and Deutsche Bank, HSBC and NatWest Markets acted as joint lead managers for the issuance. 

Proceeds of the issuance were used primarily to fund the cash tender offer for Direct Line’s £500,000,000 Fixed/Floating Rate Guaranteed Subordinated Notes due 2042 (the 2042 Notes). Direct Line accepted £250,000,000 in nominal amount of the 2042 Notes for purchase. Deutsche Bank, HSBC and NatWest Markets acted as joint dealer managers for the tender offer.