TIDMIL0A TIDM73HR TIDMNWG
RNS Number : 5060F
Permanent TSB Group Holdings PLC
07 November 2022
07 November 2022
PERMANENT TSB GROUP HOLDINGS PLC
COMPLETION OF THE ACQUISITION OF THE ULSTER BANK RETAIL
BUSINESS
Permanent TSB Group Holdings plc (the "Group" or "PTSBGH") today
announces that Permanent TSB plc (the "Bank" or "PTSB"), a wholly
owned subsidiary of the Group, has materially completed the
acquisition of the performing non-tracker residential mortgage
business (the "Residential Portfolio") of Ulster Bank Ireland DAC
("Ulster Bank") ("Completion").
The Residential Portfolio being acquired currently comprises
loans with a value of EUR6.2 billion. Of this, c. EUR5.2bn is being
migrated today and the remaining c. EUR1bn is expected to migrate
in Q2 2023 but no later than Q4 2023. As a result of the
acquisition, PTSB is today welcoming approximately 56,000
residential mortgage customers connected to the c. 36,000 accounts
migrating to the Group.
PTSB will honour all the existing terms and conditions of their
loans and is writing to all of these customers to provide them with
comprehensive information about the transfer.
The transaction has increased the size of PTSB's mortgage book
by approximately 40%.
PTSB has acquired today's tranche of the Residential Portfolio
for c. EUR 4.8 bn of cash consideration funded from internal
resources and existing funding sources, in addition to the issue of
90,893,627 PTSBGH ordinary shares of EUR0.50 each (the
"Subscription Shares") to a subsidiary of NatWest Group plc
("NatWest") so that they hold 16.66% of the enlarged share capital
of PTSBGH as of Completion. The issued share capital of PTSBGH
following the admission of the Subscription Shares will be
545,589,119 ordinary shares of EUR0.50 each.
Admission of the Subscription Shares
Applications have been made for admission of the Subscription
Shares to (a) the premium listing segment of the Official List of
Euronext Dublin and to trading on its main market; and (b) the
standard listing segment of the Official List of the Financial
Conduct Authority of the United Kingdom and to trading on the
London Stock Exchange plc's main market. It is expected that
admission will become effective and that dealings will commence in
the Subscription Shares at 8.00 a.m. on 8 November 2022.
Employees
113 Ulster Bank employees who were assigned to the Residential
Portfolio that has been acquired by the Bank have now transferred
to either the Bank or its service partner (Pepper Finance
Corporation (Ireland) DAC) under the Transfer of Undertakings
Regulations or terms agreed between the Bank and the employees
concerned.
Approximately 230 additional Ulster Bank employees who are
wholly or mainly assigned to the branches, the SME and Asset
Finance businesses that are being acquired will be entitled to
transfer to PTSB under the Transfer of Undertakings regulations.
The final number of employees transferring will be confirmed as
this element of the Transaction completes.
Customers
PTSB will write to the mortgage customers connected to the
migrating Residential Portfolio in the coming weeks to provide them
with comprehensive information about the transfer. PTSB has also
created a dedicated customer hub www.permanenttsb.ie/ulsterbank to
support these customers as they transition to PTSB.
PTSB has partnered with Pepper Finance Corporation (Ireland) DAC
trading as Pepper Asset Servicing ("Pepper") to support the
servicing of the Residential Portfolio. This servicing arrangement
has no impact on customers.
Customers of the 25 branches PTSB is acquiring are encouraged to
take action now to open a new account with PTSB ahead of these
branches closing (as Ulster Bank branches) in early January 2023
and re-opening as PTSB branches in late January and February 2023.
Customers can open an account online via the Permanent TSB app or
make an appointment in one of PTSB's 75 locations nationwide.
Shareholder Co-Operation Agreement
On Completion, PTSBGH entered into a shareholder co-operation
agreement with NatWest and the Minister for Finance of Ireland (the
"Minister") in relation to a number of matters including orderly
sale arrangements in relation to both the shares held by the
Minister and the Subscription Shares issued to NatWest.
Completion of Acquisition of Business Direct, Asset Finance and
the Branches
It is currently anticipated that the acquisition of the 25
branches, Business Direct (micro-SME) and Lombard (Asset Finance)
businesses will complete in Q 1 2023 , but in all cases no later
than 30(th) June 2023 . This will increase the Group's branch
footprint by approximately 30% and its SME lending activities by
approximately 200%.
Current Account Switching
In addition to the acquisition of certain Ulster Bank assets,
PTSB has now opened over 100,000 new current accounts so far in
2022, a 250% increase on the same period last year. The Bank has
also opened over 35,000 new deposit accounts year to date, an
increase of 80% year-on-year.
PTSB has invested heavily in attracting both switching and other
categories of new customers through a range of initiatives
including its market leading, award winning current account which
facilitates a fast and easy digital account opening process.
Chief Executive Comment
Eamonn Crowley, Permanent TSB Chief Executive, said:
"This is a transformational day for Permanent TSB as we work
towards our ambition of being Ireland's best personal and small
business bank.
We extend a warm welcome to the 56,000 mortgage customers and
our new colleagues who are joining us today and we want to assure
them that we will give them a best-in-class mortgage offering and
colleague experience, underpinned by a high-quality service and
great people.
Today is a step-change for the Bank because we are growing our
mortgage book by approximately 40%. Together with our imminent
acquisitions of Ulster Bank's SME and asset finance businesses and
25 of its branches, we are generating greater scale and becoming a
much stronger competitive force in Irish retail banking, with many
more personal and SME customers, a branch presence in even more
communities nationwide, and a significantly larger platform for
future growth.
We will use this greater scale to bring even better offerings to
our personal and business customers, winning new business with
competitive, innovative, customer-friendly products and services,
and fulfilling our purpose of building trust with both new and
existing customers every day.
I want to acknowledge the huge efforts put in by so many people
throughout Permanent TSB in making this transaction a reality. In
addition, I thank the Minister for Finance and his officials; our
wider shareholder base; Ulster Bank and its parent NatWest; and the
regulatory and competition authorities for the support they have
shown for the transaction."
For further information, please contact:
Denis McGoldrick
Investor Relations Manager
Denis.McGoldrick@permanenttsb.ie
+353 87 928 5645
Leontia Fannin
Head of Corporate Affairs & Communications
leontia.fannin@permanenttsb.ie
+353 87 973 3143
Note on forward-looking information:
This Announcement contains forward-looking statements, which are
subject to risks and uncertainties because they relate to
expectations, beliefs, projections, future plans and strategies,
anticipated events or trends, and similar expressions concerning
matters that are not historical facts. Such forward-looking
statements involve known and unknown risks, uncertainties and other
factors, which may cause the actual results, performance or
achievements of the Group or the industry in which it operates, to
be materially different from any future results, performance or
achievements expressed or implied by such forward-looking
statements. The forward-looking statements referred to in this
paragraph speak only as at the date of this Announcement. The Bank
undertakes no obligation to release publicly any revision or
updates to these forward-looking statements to reflect future
events, circumstances, unanticipated events, new information or
otherwise except as required by law or by any appropriate
regulatory authority.
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END
ACQEAXFXEAPAFEA
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