NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA
 

16 December 2015 – On 4 December 2015, on the terms and subject to the conditions contained in a tender offer memorandum dated 4 December 2015 (the “Tender Offer Memorandum”), UBS AG (the “Offeror”) invited Holders of the Subordinated Dated Tier 2 Securities and the Senior Unsecured Securities listed below to tender their respective Securities for purchase by the Offeror for cash (the “Offers”).

Capitalised terms not otherwise defined in this announcement have the same meaning as assigned to them in the Tender Offer Memorandum.

Further to such invitation, the Offeror announced (i) the indicative Series Acceptance Amount in respect of each Series of Securities, (ii) the indicative Proration Factors and (iii) the indicative Sterling FX Rate on 16 December 2015.

The Offeror hereby informs Holders that (i) the Reference Yield and the Purchase Yield in respect of the Spread-based Securities, (ii) the Purchase Price in respect of the Spread-based Securities, (iii) the Proration Factors, (iv) the Series Acceptance Amount in respect of each Series of Securities and (v) the aggregate principal amount of each Series of Securities that remain outstanding following completion of the relevant Offers are as set forth in the table below.


Title of Security


ISIN


Series


Principal Amount Outstanding as of the Commencement of the Offers


Principal Amount Outstanding Following Completion of the Offers


First Call Date


Reference Yield


Purchase Yield(1)


Purchase Spread


Purchase Price


Proration Factor


Series Acceptance Amount

Subordinated Dated Tier 2 Securities

£300,000,000 5.250 per cent. Notes due 2021(2)

XS0257741834

Series 1

£163,079,000

£112,653,000

21 June 2016

0.349%

1.656%

+130 bps

101.755%

100%

£50,426,000

£250,000,000 6.375 per cent. Notes due 2024(2)

XS0331313055

Series 2

£250,000,000

£130,205,000

19 November 2019

1.044%

2.459%

+140 bps

114.424%

54.085%

£119,795,000

£150,000,000 8.750 per cent. Notes due 2025(3)

XS0062270581

Series 3

£150,000,000

£61,317,000

N/A

1.938%

3.366%

+140 bps

145.038%

100%

£88,683,000

Senior Unsecured Securities

£500,000,000 6.375 per cent. Notes due 2016(4)

XS0440316635

Series 4

£387,888,000

£269,831,000

N/A

0.349%

0.650%

+30 bps

103.279%

100%

£118,057,000

£900,000,000 6.625 per cent. Notes due 2018(4)

XS0357891208

Series 5

£900,000,000

£900,000,000

N/A

N/A

N/A

+59 bps

N/A

0%

£0

€1,500,000,000 6.000 per cent. Notes due 2018(4)

XS0359388690

Series 6

€1,500,000,000

€1,500,000,000

N/A

N/A

N/A

N/A

113.934%(6)

0%

€0

ITL2,500,000,000,000 Zero Coupon Notes due 2027(5)

XS0071948540

Series 7

ITL593,245,000,000

ITL593,245,000,000

N/A

N/A

N/A

N/A

82.00%

0%

ITL0

(1)  Annualised.

(2)  Issued by UBS AG acting through its Jersey Branch.

(3)  Originally issued by Swiss Bank Corporation (currently, UBS AG) acting through its Jersey Branch.

(4)  Issued by UBS AG acting through its London Branch.

(5)  Originally issued by Union Bank of Switzerland Finance N.V. (currently, UBS Finance (Curacao) N.V.) and guaranteed by Union Bank of Switzerland (currently, UBS AG).

(6)  Based on a repurchase yield of 0% assuming a settlement date of 22 December 2015.

Sterling FX Rate

The Sterling FX Rate is 0.72765 pound sterling to 1 euro.

Accrued Interest Payment

An amount equal to accrued and unpaid interest will also be paid in respect of all Securities validly tendered and accepted for purchase by the Offeror pursuant to the Offers from, and including, the immediately preceding interest payment date for the relevant Series of Securities to, but excluding, the Settlement Date.

Settlement

Payment of the relevant Purchase Price and Accrued Interest Payment is expected to take place on 22 December 2015.

Concurrent Tender Offers

On 4 December 2015, the Offeror also invited holders of: (1) certain U.S. dollar denominated debt securities to tender those securities for purchase by the Offeror (the “U.S. Offer”); and (2) certain Swiss franc denominated debt securities who are outside the United States to tender those securities for purchase by the Offeror (the “Swiss Offer”). This announcement does not relate to the U.S. Offer or the Swiss Offer.

Further information

Lucid Issuer Services Limited acted as tender agent (the “Tender Agent”) for the purposes of the Offers.

UBS Limited, an affiliate of the Offeror, acted as the Lead Dealer Manager (the “Lead Dealer Manager”) and Australia and New Zealand Banking Group Limited; Banco Santander, S.A.; Bank of Montreal, London Branch; BB&T Capital Markets, a division of BB&T Securities LLC; Daiwa Capital Markets Europe Limited; Danske Bank A/S; DZ BANK AG Deutsche Zentral-Genossenschaftsbank, Frankfurt am Main; National Australia Bank Limited; and The Royal Bank of Scotland plc acted as co-dealer managers (each, a “Co-Dealer Manager” and, together with the Lead Dealer Manager, the “Dealer Managers”) in connection with the Offers.

Requests for information in relation to the Offers should be directed to:

LEAD DEALER MANAGER

UBS Limited
1 Finsbury Avenue
London EC2M 2PP
Phone +1 203 719 8682 / +44 20 7568 4601
Email: mark-t.watkins@ubs.com/torstein.berteig@ubs.com


TENDER AGENT

Lucid Issuer Services Limited
Tankerton Works
12 Argyle Walk
London WC1H 8HA
United Kingdom
Phone +44 20 7704 0880
Email: ubs@lucid-is.com
Attention: Paul Kamminga/Thomas Choquet

Disclaimer

This announcement must be read in conjunction with the Tender Offer Memorandum. 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 comes are required by each of the Offeror, the Dealer Managers and the Tender Agent to inform themselves about and to observe any such restrictions.