Barclays Bank PLC (the “Issuer”) announced today the results of its previously announced cash tender offer (the “Offer”) to purchase any and all of its iPath® MSCI India Index ETNs due December 18, 2036 (Ticker: INPTF / CUSIP: 06739F291 / ISIN: US06739F2911) (the “Notes”) and solicitation of consents (the “Consent Solicitation”) from holders of the Notes (the “Noteholders”) to amend certain provision of the Notes (the “Proposed Amendment”), subject to the conditions and restrictions set out in the Amended and Restated Offer to Purchase and Consent Solicitation Statement dated August 5, 2020 (the “Statement”).
The Offer and Consent Solicitation expired at 11:59 p.m., New York City time, on September 1, 2020 (the “Expiration Deadline”). The Issuer has received and accepted 487,339 Notes validly tendered and not validly withdrawn prior to the Expiration Deadline, representing 54.54% of the outstanding Notes as of the Expiration Deadline. All conditions to the Offer were deemed satisfied or waived by the Issuer as of the Expiration Deadline. The aggregate purchase price of the Notes accepted by the Issuer is $42,108,867.43 reflecting the previously announced purchase price of $86.4057 per $50 principal amount of Notes (the “Purchase Price”). On September 4, 2020 (the “Settlement Date”), Noteholders whose Notes have been accepted for purchase pursuant to the Offer will receive the previously announced Purchase Price.
Pursuant to the Consent Solicitation, the Issuer has obtained the requisite consents to the Proposed Amendment. The indenture and the global certificate with respect to the Notes will be amended on the Settlement Date to provide the Issuer with the right to redeem, in its sole discretion, all, but not less than all, of the outstanding Notes on the Redemption Date for a cash payment per Note equal to the Closing Indicative Note Value on the valuation date (“Valuation Date”) specified by the Issuer in the redemption notice. The “Redemption Date” will be the fifth Business Day after the Valuation Date.
Notes purchased by the Issuer pursuant to the Offer will be cancelled on the Settlement Date. The Issuer currently intends to effectuate the Proposed Amendment and redeem all outstanding Notes shortly after the Proposed Amendment becomes effective but no later than December 31, 2020. The payment upon redemption to Noteholders may be greater than or less than the Purchase Price pursuant to the Offer but will not include the Premium Payment or any amount in excess of the Closing Indicative Note Value on the Valuation Date.
Capitalized terms used and not otherwise defined in this announcement have the meanings given in the Statement.
For Further Information
A complete description of the terms and conditions of the Offer is set out in the Statement. Further details about the transaction can be obtained from:
The Dealer Manager
Barclays Capital Inc.
745 Seventh Avenue
New York, New York 10019
Attn: ETN Desk
The Tender Agent and Information Agent
D.F. King & Co., Inc.
48 Wall Street, 22nd Floor
New York, NY 10005
Attention: Andrew Beck
This announcement must be read in conjunction with the Statement. No offer or invitation to acquire or exchange any securities is being made pursuant to this announcement. This announcement and the Statement contain important information, which must be read carefully before any decision is made with respect to the Offer and Consent Solicitation. If any Noteholder is in any doubt as to the action it should take, it is recommended to seek its own legal, tax and financial advice, including as to any tax consequences, from its stockbroker, bank manager, lawyer, accountant or other independent financial adviser. Any individual or company whose Notes are held on its behalf by a broker, dealer, bank, custodian, trust company or other nominee must contact such entity if it wishes to participate in the Offer and Consent Solicitation. None of the Issuer, the Dealer Manager, the Tender Agent or the Information Agent (or any person who controls, or is a director, officer, employee or agent of such persons, or any affiliate of such persons) makes any recommendation as to whether Noteholders should participate in the Offer and Consent Solicitation.
Neither this announcement, the Statement nor the electronic transmission thereof constitutes an offer to buy or the solicitation of an offer to sell Notes (and tenders of Notes for purchase pursuant to the Offer will not be accepted from Noteholders) in any circumstances in which the Offer or solicitation is unlawful. In those jurisdictions where the Notes, blue sky or other laws require the Offer to be made by a licensed broker or dealer and the Dealer Manager or any of its affiliates is such a licensed broker or dealer in any such jurisdiction, the Offer shall be deemed to be made by such Dealer Manager or such affiliate, as the case may be, on behalf of the Issuer in such jurisdiction. None of the Issuer, the Dealer Manager, the Tender Agent or the Information Agent (or any director, officer, employee, agent or affiliate of, any such person) makes any recommendation as to whether Noteholders should tender Notes in the Offer. In addition, each Noteholder participating in the Offer will be deemed to give certain representations in respect of the other jurisdictions referred to below and generally as set out in the Statement under the section entitled “Procedures for Participating in the Offer.” Any tender of Notes for purchase pursuant to the Offer from a Noteholder that is unable to make these representations will not be accepted.
Barclays is a British universal bank. We are diversified by business, by different types of customer and client, and geography. Our businesses include consumer banking and payments operations around the world, as well as a top-tier, full service, global corporate and investment bank, all of which are supported by our service company which provides technology, operations and functional services across the Group. Barclays offers investment banking products and services in the US through Barclays Capital Inc. For further information about Barclays, please visit our website home.barclays.com
Selected Risk Considerations
An investment in the iPath ETNs described herein involves risks. Selected risks are summarized here, but we urge you to read the more detailed explanation of risks described under “Risk Factors” in the applicable prospectus supplement and pricing supplement.
You May Lose Some or All of Your Principal: The ETNs are exposed to any decrease in the level of the underlying index between the inception date and the applicable valuation date. Additionally, if the level of the underlying index is insufficient to offset the negative effect of the investor fee and other applicable costs, you will lose some or all of your investment at maturity or upon redemption, even if the value of such index level has increased or decreased, as the case may be. Because the ETNs are subject to an investor fee and other applicable costs, the return on the ETNs will always be lower than the total return on a direct investment in the index components. The ETNs are riskier than ordinary unsecured debt securities and have no principal protection.
Credit of Barclays Bank PLC: The ETNs are unsecured debt obligations of the issuer, Barclays Bank PLC, and are not, either directly or indirectly, an obligation of or guaranteed by any third party. Any payment to be made on the ETNs, including any payment at maturity or upon redemption, depends on the ability of Barclays Bank PLC to satisfy its obligations as they come due. As a result, the actual and perceived creditworthiness of Barclays Bank PLC will affect the market value, if any, of the ETNs prior to maturity or redemption. In addition, in the event Barclays Bank PLC were to default on its obligations, you may not receive any amounts owed to you under the terms of the ETNs.
Market and Volatility Risk: The market value of the ETNs may be influenced by many unpredictable factors and may fluctuate between the date you purchase them and the maturity date or redemption date. You may also sustain a significant loss if you sell your ETNs in the secondary market. Factors that may influence the market value of the ETNs include prevailing market prices of the U.S. stock markets, the index components included in the underlying index, and prevailing market prices of options on such index or any other financial instruments related to such index; and supply and demand for the ETNs, including economic, financial, political, regulatory, geographical or judicial events that affect the level of such index or other financial instruments related to such index.
Emerging Market Risk: The MSCI India Total Return Index tracks investments in an emerging market, which carries the risk of capital loss from unfavorable fluctuation in currency values, differences in generally accepted accounting principles, lower trading volumes, and economic or political instability. ETNs linked to such index may be subject to more volatility than investments outside of emerging markets.
Concentration Risk: Because the ETNs are a concentrated investment in a single country, the ETNs may be more volatile than other investments.
A Trading Market for the ETNs May Not Develop: Although the ETNs are listed on a U.S. national securities exchange, a trading market for the ETNs may not develop and the liquidity of the ETNs may be limited, as we are not required to maintain any listing of the ETNs.
No Interest Payments from the ETNs: You may not receive any interest payments on the ETNs.
Uncertain Tax Treatment: Significant aspects of the tax treatment of the ETNs are uncertain. You should consult your own tax advisor about your own tax situation.
The ETNs may be sold throughout the day on the exchange through any brokerage account. Commissions may apply and there are tax consequences in the event of sale, redemption or maturity of ETNs.
MSCI and the MSCI Index names are servicemarks of MSCI or its affiliates and have been licensed for use for certain purposes by Barclays Bank PLC. The ETNs are not sponsored or endorsed by MSCI, any affiliate of MSDCI or any other party involved in, or related to, making or compiling any MSCI Index. The ETNs are not sold or promoted by MSCI, any affiliate of MSCI or any other party involved in, or related to, making or compiling any MSCI Index. The MSCI Indices are the exclusive property of MSCI. Neither MSCI, any of its affiliates, or any other party involved in, or related to, making or compiling any MSCI Index makes any representation or warranty, express or implied, to the owners of the ETNs or any member of the public regarding the advisability of investing in the financial securities generally or in the ETNs particularly or the ability of any MSCI Index to track corresponding stock market performance.
© 2020 Barclays Bank PLC. All rights reserved. iPath, iPath ETNs and the iPath logo are registered trademarks of Barclays Bank PLC. All other trademarks, servicemarks or registered trademarks are the property, and used with the permission, of their respective owners.
NOT FDIC INSURED · NO BANK GUARANTEE · MAY LOSE VALUE
+1 212 526 5963