The disposal was effected by way of a placing (the "Placing") of shares (the "Placing Shares") in an accelerated book building process to institutional investors.
In summary, following settlement of the Placing which will take place on 30 June 2023:
- The shareholding of the Irish State will be reduced from 1,360.2 million ordinary shares, representing approximately 51.9% of the ordinary share capital of the Company, to 1,228.2 million ordinary shares, representing approximately 46.9% of the ordinary share capital.
- Accordingly, the overall size of the State’s shareholding will be reduced by approximately 5.0%.
- The Placing price was €3.64 per share. As a result, the gross proceeds from the sale of the Placing Shares will be €480.5 million. Upon settlement, this sum will be returned to the Ireland Strategic Investment Fund pending further consideration by the Minister.
- The Minister for Finance has undertaken not to sell further shares in the Company for the period of 90 calendar days following the completion of the Placing without prior written consent. While this undertaking also applies to any sales through the Minister’s trading plan announced by way of Regulatory News Service on 21 December 2021, extended on 24 June 2022 and further extended on 5 January 2023, it will only do so for the period of 45 calendar days following the completion of the Placing.
- The Minister also has agreed to extend the AIB share trading plan for a further six-month term. Following the extension, which will become operational following the expiration of the applicable lock-up, the trading plan will now terminate no later than 23 January 2024 (unless further extended). The trading plan will continue to be managed by Merrill Lynch International (”BofA Securities”). The trading plan will continue to include provisions that (a) the Minister’s intention is to target that up to, but no more than, 15% of the expected aggregate total trading volume in the Company is to be sold over the duration of the trading plan, and (b) shares may not be sold under the trading plan below a price per share that the Department of Finance determines represents fair value and delivers best value for the taxpayer throughout the term of the trading plan. The actual number of shares sold will depend on market conditions, among other factors. Proceeds generated from the latest phase of the AIB trading plan amount to approximately €412 million. In total, approximately €698 million has been raised from the AIB trading plan since it became operational in January 2022.
- N.M. Rothschild & Sons Limited (“Rothschild & Co”) acted as independent financial adviser and William Fry LLP and Allen & Overy LLP are acting as legal counsel to the Department of Finance in connection with the sale.
