HM Treasury is no longer a controlling shareholder in NatWest

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25 March 2024

UK Government Investments Limited (“UKGI”)

HM Treasury is no longer a controlling shareholder in NatWest

UKGI announces that, as a result of sales under the ongoing trading plan, His Majesty’s Treasury (“HM Treasury”) has reduced its shareholding in NatWest Group plc (“NatWest”) below 30% to 29.82%. This means that HM Treasury is no longer a controlling shareholder of NatWest, although it remains the largest single shareholder.

A “controlling shareholder” is defined in the Listing Rules of the UK’s Financial Conduct Authority as a shareholder that controls 30% or more of the votes able to be cast at general meetings of a company. The Listing Rules impose additional requirements on premium listed companies such as NatWest which have one or more controlling shareholders. As a consequence of HM Treasury ceasing to be a controlling shareholder, the relationship deed between HM Treasury, UKGI and NatWest which was entered into in 2014 in accordance with these Listing Rule requirements has terminated. UKGI will continue to manage the shareholding in NatWest on an arm’s length and commercial basis on behalf of HM Treasury.

HM Treasury has realised approximately £5.8bn in proceeds under the ongoing trading plan since it was established in 2021. At the Spring Budget 2024, the Chancellor also announced his intention to deliver a retail offering of NatWest shares, subject to market conditions and achieving value for money. In addition, UKGI and HM Treasury will continue to keep other disposal options under active consideration so as to achieve value for money for taxpayers, including by way of directed buybacks by NatWest and accelerated bookbuild transactions when market conditions permit.

The RNS for this shareholding threshold crossing can be found here.

Contact:

HM Treasury Press Office: +44 20 7270 5238

 

Notes to Editors:

HM Treasury’s percentage of voting rights in NatWest may increase if NatWest purchases ordinary shares under its ongoing share buyback programme. Any such increases will be offset (in whole or in part) by any sale of ordinary shares by HM Treasury under the trading plan.

The Panel on Takeovers and Mergers has confirmed that any increases in HM Treasury’s percentage of voting rights in NatWest as a result of share buybacks by NatWest will not carry any consequences under Rule 9 of the City Code on Takeovers and Mergers.

This announcement does not constitute an offer, invitation or recommendation concerning the securities referred to in this announcement. The securities have not been and will not be registered under the US Securities Act of 1933 or any applicable state or foreign securities laws and may not be offered or sold in the United States of America absent registration or an exemption therefrom.