OSB Osb Group Plc

 
TIDMOSB 
 
 
   LEI: 213800WTQKOQI8ELD692 
 
   THE FOLLOWING ANNOUNCEMENT IS BEING MADE PURSUANT TO THE REQUIREMENTS OF 
RULE 19.6(B) OF THE CITY CODE ON TAKEOVERS AND MERGERS (THE "CODE"), 
WHICH, INTER ALIA, REQUIRE A PARTY TO AN OFFER, SAVE WITH THE CONSENT OF 
THE PANEL ON TAKEOVERS AND MERGERS, TO PROMPTLY MAKE AN ANNOUNCEMENT 
SHOULD IT DECIDE TO TAKE A COURSE OF ACTION DIFFERENT FROM ITS STATED 
INTENTIONS DURING THE PERIOD OF 12 MONTHS OR SUCH LONGER STATED PERIOD 
FROM THE END OF THE OFFER PERIOD EXPLAINING ITS REASONS FOR DOING SO. 
 
   OneSavings Bank plc ("OSB") 
 
   Update to stated post-offer intention statements with regard to 
 
   Charter Court Financial Services Group plc ("CCFS") 
 
   OSB announces that, further to the completion of its recommended 
all-share combination with CCFS, which was effected by way of a scheme 
of arrangement between CCFS and its shareholders under Part 26 of the 
Companies Act 2006, on 4 October 2019 (the "Combination"), due to a 
commercial opportunity, its Board of Directors has decided to take a 
course of action which differs from the statements of intent made 
pursuant to Rules 2.7(c)(iv) and 24.2 of the Takeover Code (the "Stated 
Intentions"), as set out in its announcement of 14 March 2019 and the 
scheme document published on 15 May 2019 (together, the "Offer 
Documentation"). 
 
   Reasons for the modification to the Stated Intentions and action to be 
taken 
 
   As set out in the Offer Documentation, OSB expected to maintain all of 
the current locations of the enlarged group comprising the OSB group and 
the CCFS group following the completion of the Combination (together, 
the "Combined Group"), besides consolidating the existing London 
premises to a new premises in London, and to retain and operate the 
lending brands of both OSB and CCFS (including OSB's second charge 
residential brand, Prestige Finance ("Prestige")). 
 
   OSB has determined that a modification to the Stated Intentions is 
required in relation to OSB's locations and the Prestige brand as a 
result of a highly attractive and unsolicited commercial opportunity 
that has arisen for OSB to sell Prestige House, Bushey, Hertfordshire 
("Prestige House"), which is the principal place of business of 
Prestige. The attractiveness of this opportunity means that OSB now 
intends to sell Prestige House. As a result of this sale and the 
operational capacity available (or which can be created) in other OSB 
existing locations, OSB now intends to create a 'Centre of Excellence' 
for second charge lending by migrating the existing business of Prestige 
to Wolverhampton and to discontinue the Prestige brand for new lending. 
The second charge loan book serviced under the Prestige brand was 
broadly flat against the financial year ended 31 December 2018, with a 
gross value of GBP372.8m as at 30 June 2019 (31 December 2018: 
GBP368.0m). 
 
   Where possible, OSB will seek to review opportunities to reallocate 
staff from discontinued roles arising from the disposal of Prestige 
House and the operation of the Prestige brand to other appropriate roles, 
including those being created from organic growth. However, the intended 
actions outlined in this announcement are likely to have an impact for 
those employed in Prestige House and by the Prestige brand. OSB confirms 
that the employment rights, including pension rights, of all such 
employees will be fully safeguarded. 
 
   Alan Cleary, Group Managing Director of Mortgages at OSB, said, "The 
attractive offer for Prestige House has led us to consider this proposed 
restructure which, we believe, would enhance the overall second charge 
loan proposition." 
 
   Alan continued, "We are actively engaging with our key intermediary 
partners on this proposal to ensure minimal disruption.  We are also 
consulting with our colleagues at Prestige Finance who are directly 
impacted by this proposal to ensure they receive the support they need." 
 
   These modifications do not impact OSB's fundamental rationale for the 
Combination, nor are they expected to impact on the business or 
prospects of the Combined Group. 
 
   Following the successful completion of OSB's combination with CCFS on 4 
October 2019, OSB is in the early stages of integrating the two 
businesses and remains focused on delivering shareholder value as it 
executes on the strategy for the enlarged Group. 
 
   - ENDS - 
 
   Contacts: 
 
 
 
 
       Robert Gurr                    Eleanor Ross                     Alastair Pate 
   OneSavings Bank plc                Teamspirit PR                 OneSavings Bank plc 
     Public Relations                T: 020 7861 3841                Investor Relations 
     T: 01634 821249        E: OneSavingsBank@teamspiritpr.com        T: 01634 838 973 
 E: Robert.Gurr@osb.co.uk                                        E. Alastair.Pate@osb.co.uk 
-------------------------  -----------------------------------  --------------------------- 
 
 
   Notes: 
 
   About Precise Mortgages 
 
   Our mission is to broaden the criteria for mortgage approval to support 
home owning aspirations and buy to let entrepreneurialism. Our award 
winning, technology driven underwriting and credit risk management 
processes mean we can be more expansive in our mortgage approvals -- 
serving those underserved by mainstream lenders. 
 
   Precise Mortgages was established in 2010, free of the legacy of poor 
decisions made pre-financial crisis, Precise Mortgages, delivers 
innovative products for residential mortgages, buy to let mortgages, 
bridging finance and second charge loans through a nationwide 
intermediary base. 
 
   About OneSavings Bank plc 
 
   OneSavings Bank plc began trading as a bank on 1 February 2011 and was 
admitted to the main market of the London Stock Exchange in June 2014 
(OSB.L). OSB joined the FTSE 250 index in June 2015. OSB is a specialist 
lending and retail savings group authorised by the Prudential Regulation 
Authority, part of the Bank of England, and regulated by the Financial 
Conduct Authority and the Prudential Regulation Authority (registered 
number 530504). The Bank acquired Charter Court Financial Services Group 
Plc (CCFS) and its subsidiary businesses on 4 October 2019. 
 
   OSB primarily targets underserved market sub-sectors that offer high 
growth potential and attractive risk-adjusted returns in which it can 
take a leading position and where it has established expertise, 
platforms and capabilities. These include private rented sector 
Buy-to-Let, commercial and semi-commercial mortgages, residential 
development finance, bespoke and specialist residential lending, secured 
funding lines and asset finance. OSB originates organically through 
specialist brokers and independent financial advisers.  It is 
differentiated through its use of high skilled, bespoke underwriting and 
efficient operating model. 
 
   OSB is predominantly funded by retail savings originated through the 
long established Kent Reliance name, which includes online and postal 
channels, as well as a network of branches in the South East of England, 
and through its Charter Savings Bank brand. Diversification of funding 
is currently provided by securitisation programmes, the Bank of England 
Term Funding Scheme and Index Long-Term Repo operation. 
 
 
 
 

(END) Dow Jones Newswires

January 30, 2020 10:05 ET (15:05 GMT)

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