Slaughter and May advised Close Brothers on its issuance of Tier 2 Regulatory Capital and related Tender Offer

Slaughter and May advised Close Brothers Group plc (Close Brothers) on its issuance of £200,000,000 2.00% Subordinated Tier 2 Fixed Rate Notes due 2031 (the Tier 2 Notes), and the concurrent tender offer to existing noteholders (the Tender Offer) to repurchase up to £175,000,000 of its £175,000,000 Subordinated Notes due 2027 (the Existing Notes).

The Tier 2 Notes constitute a Tier 2 qualifying regulatory capital instrument under Solvency II, as it forms part of the domestic law of the UK under the European Union (Withdrawal Act) 2018. The Tier 2 Notes will be admitted to trading on the regulated market of the London Stock Exchange.

The Tender Offer was made as part of Close Brothers’ active management of its capital base. The Tender Offer provided liquidity to holders of the Existing Notes and an opportunity to redeploy funding into the Tier 2 Notes. Existing Notes purchased by Close Brothers pursuant to the Tender Offer are expected to be cancelled and will not be re-issued or re-sold.

Matthew Tobin Partner
James Costi Senior Counsel
Liam Reynolds Associate

Conor Gallagher-Chu / Trainee