23 September 2025. On 15 September 2025, Permanent TSB Group Holdings p.l.c. (the Offeror) announced an invitation to eligible holders of its outstanding EUR 250,000,000 Tier 2 Capital Notes due 2031 (ISIN: XS2321520525) (the Notes) to tender any and all of their Notes for purchase by the Offeror for cash subject to the satisfaction (or waiver by the Offeror) of the New Financing Condition (such invitation, the Offer). The Offer was made on the terms and subject to the conditions contained in the tender offer memorandum dated 15 September 2025 (the Tender Offer Memorandum) prepared by the Offeror in connection with the Offer. Capitalised terms used but not otherwise defined in this announcement shall have the meanings given to them in the Tender Offer Memorandum.
Results of the OfferThe Offer expired at 4.00 p.m. (London time) on 22 September 2025 (the Expiration Deadline) and the Offeror now announces the results of the Offer.
The Offeror announces that, subject to the satisfaction (or waiver by the Offeror) of the New Financing Condition, it has decided to accept all valid tenders of Notes pursuant to the Offer, being EUR 199,141,000 in aggregate nominal amount of the Notes, at a cash purchase price of 100.125 per cent. of the nominal amount of such Notes.
Subject to the satisfaction (or waiver by the Offeror) of the New Financing Condition, the Settlement Date for the Offer is expected to be 24 September 2025. Following settlement of the Offer, EUR 50,859,000 in aggregate nominal amount of the Notes will remain outstanding.
Dealer Managers and Tender AgentMorgan Stanley & Co. International plc (Telephone: +44 20 7677 5040; Attention: Liability Management Team, Global Capital Markets; Email: liabilitymanagementeurope@morganstanley.com); and UBS Europe SE (Telephone: +44 20 7568 1121; Attention: Liability Management; Email: ol-liabilitymanagement-eu@ubs.com) acted as Dealer Managers for the Offer.
Kroll Issuer Services Limited (Telephone: +44 20 7704 0880; Attention: Scott Boswell; Email: ptsb@is.kroll.com; Offer Website: https://deals.is.kroll.com/ptsb) acted as Tender Agent for the Ofer.
MAR: This announcement is released by the Offeror and contains information that qualified or may have qualified as inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 (MAR), encompassing information relating to the Offer described above. For the purposes of MAR and Article 2 of Commission Implementing Regulation (EU) 2016/1055, this announcement is made by Conor Ryan, Group Company Secretary of the Offeror. DISCLAIMER: This announcement must be read in conjunction with the Tender Offer Memorandum. The Expiration Deadline for the Offer has now passed and, accordingly, it is no longer possible to tender Notes pursuant to the Offer. No offer or invitation to acquire any securities is being made pursuant to this announcement. The distribution of this announcement and the Tender Offer Memorandum in certain jurisdictions may be restricted by law. Persons into whose possession this announcement and/or the Tender Offer Memorandum come(s) are required by each of the Offeror, the Dealer Managers and the Tender Agent to inform themselves about, and to observe, any such restrictions.