El 30 de junio de 2011 el Banco Espirito Santo hizo este comunicado:
Ir a www.luxnext.com/notices y entrar en el ISIN XS0171467854
para verlo completo en pdf.
Se trata de una oferta de canje de estas preferentes por unos bonos senior.
Copio parte de la informacion:
30 June 2011
BANCO ESPÍRITO SANTO, S.A. ANNOUNCES OFFER TO EXCHANGE THE OUTSTANDING
€500,000,000 UNDATED SUBORDINATED NOTES (ISIN: XS0147275829);
€500,000,000 UNDATED SUBORDINATED NOTES (ISIN: XS0207754754); AND
€600,000,000 NON-CUMULATIVE GUARANTEED STEP-UP PREFERENCE SHARES (ISIN:
XS0171467854)
each issued by BES Finance Ltd. and guaranteed by Banco Espírito Santo S.A.
FOR
Fixed Rate Senior Notes due 14 July 2016
to be issued by Banco Espírito Santo S.A.
under its €20,000,000,000 EMTN Programme
Banco Espirito Santo, S.A. (BES) announces today its invitations to holders of the outstanding (a) €500,000,000
Undated Subordinated Notes (ISIN: XS0147275829; the 2002 Subordinated Notes), (b) €500,000,000 Undated
Subordinated Notes (ISIN: XS0207754754; the 2004 Subordinated Notes) and (c) €600,000,000 Non-cumulative
Guaranteed Step-Up Preference Shares (ISIN: XS0171467854; the Preference Shares, and, together with the
2002 Subordinated Notes and the 2004 Subordinated Notes, the Existing Notes, and each a Series), each issued
by BES Finance Ltd. and guaranteed by BES to offer to exchange their Existing Notes for fixed rate senior notes
due 14 July 2016 (the New Notes) to be issued by BES under its €20,000,000,000 EMTN Programme (each such
invitation an Offer and, together, the Offers).
Following an authorisation granted by the Bank of Portugal, BES has carried out the partial repurchase of the
Existing Notes. The purpose of the Offers is to allow an equitable treatment to all investors, as well as further
generate core tier 1 capital in the capital structure of the Group and strengthen the quality of its capital base,
through the generation of profit.
The Offers are made on the terms and subject to the conditions set out in the Exchange Offer Memorandum dated
30 June 2011 (the Exchange Offer Memorandum).
ISIN / Common
Code
Outstanding Aggregate
Nominal Amount
Exchange Price Amount subject to
the Offers
2002
Subordinated
Notes
XS0147275829 /
014727582
€500,000,000 60 per cent. Any and all
2004
Subordinated
Notes
XS0207754754 /
020775475
€500,000,000 54 per cent. Any and all
Preference
Shares
XS0171467854 /
017146785
€600,000,000 52 per cent. Any and all
New Note Currency New Notes Maturity (1) New Issue Spread
The New Notes Euro 14 July 2016 The New Issue Spread will be
4.30 per cent.
2
(1) The maturity date is stated assuming that the Settlement Date is 14 July 2011. If the Settlement Date changes, the maturity date will also change.
Copies of the Exchange Offer Memorandum are available from the Dealer Manager and the Exchange Agent as
set out below. Capitalised terms used in this announcement but not defined have the meanings given to them in
the Exchange Offer Memorandum.
The Offers
Exchange Consideration
The nominal amount of New Notes each Noteholder whose Existing Notes are accepted for exchange pursuant to
an Offer will receive, on the Settlement Date, will be calculated by reference to:
(a) the Exchange Price for the relevant Series of Existing Notes of (i) 60 per cent. for the 2002 Subordinated
Notes, (ii) 54 per cent. for the 2004 Subordinated Notes and (iii) 52 per cent. for the Preference Shares;
(b) the New Issue Price for the New Notes; and
(c) the resulting Exchange Ratio.
The Offeror will also pay each such Noteholder, on the Settlement Date, an Accrued Interest Payment and (if
applicable) a Cash Rounding Amount.
New Issue Spread
The New Issue Spread will be used to calculate the New Issue Price and the New Issue Coupon. The New Issue
Spread will be 4.30 per cent.
New Issue Price and New Issue Coupon
The New Issue Price and the New Issue Coupon will be calculated in accordance with market convention by
reference to the New Issue Yield. At the Pricing Time, the Dealer Manager will determine the five year Mid-Swap
Rate. The New Issue Spread will be added to such Mid-Swap Rate to determine the New Issue Yield, which is
intended to reflect the yield to maturity of the New Notes on the Settlement Date, from which the New Issue Price
and the New Issue Coupon will be calculated in accordance with market convention.
The New Issue Price will be as close as possible to 100 per cent. of the principal amount of the New Notes,
allowing for rounding down of the New Issue Coupon to the nearest 0.125 per cent. in accordance with market
convention.
The New Issue Price and the New Issue Coupon will be announced by the Issuer as soon as reasonably practicable
after the Pricing Time.
Exchange Ratios
The Exchange Ratios will be calculated by dividing the Exchange Price for the relevant Series by the New Iss
Quien pueda leerlo entero y entienda de estos chanchullos bancarios, por favor que lo explique para que podamos entenderlo todos.
