Slaughter and May has advised Prudential plc (Prudential) in connection with the substitution of Prudential as issuer in respect of all outstanding series of bonds issued by Prudential under its medium term note programme and U.S. shelf issuance programme, as well as certain standalone issuances of bonds. The substitutions took effect on 2 March 2023. The substituted bonds consist of both senior and subordinated instruments, certain series of which are included by Prudential as eligible group capital resources for the purposes of the Hong Kong Insurance (Group Capital) Rules. A newly-incorporated indirect subsidiary of Prudential (Prudential Funding (Asia) plc) was formed in order to act as the issuer of the substituted bonds and, following the substitutions, the substituted bonds are irrevocably guaranteed by Prudential. The listings of the substituted bonds have been maintained on either the London Stock Exchange’s Main Market or on the New York Stock Exchange.
The substitutions were executed in connection with a change in tax residence of Prudential to Hong Kong, which took effect on 3 March 2023, and on which Slaughter and May also advised.
Slaughter and May also advised Prudential on the establishment by Prudential International Treasury Limited (a Hong Kong incorporated indirect subsidiary of Prudential) of a U.S. commercial paper programme and the related termination of the existing global commercial paper programme of Prudential. Issuances of commercial paper under the programme will be senior, unsecured obligations of Prudential International Treasury Limited and will be irrevocably guaranteed by Prudential.
Slaughter and May worked alongside Morgan, Lewis & Bockius (who advised on matters of U.S. law) to support Prudential’s in-house legal team, led by Simon Ramage (Director of Group Legal) and Abbe Martineau (Senior Legal Counsel).