FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the month of May 2005
Commission File Number: 001-10306
The Royal Bank of Scotland Group plc
42 St Andrew Square
Edinburgh EH2 2YE
Scotland
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F X | Form 40-F |
Yes | No X |
Enclosures: | 1. | Blocklisting Interim Review announcement made on 05 May 2005 | |||
2. | Director Shareholding announcement made on 09 May 2005 | ||||
3. | Director Shareholding announcement made on 09 May 2005 | ||||
4. | UBS Statement announcement made on 10 May 2005 | ||||
5. | Issue of Equity announcement made on 10 May 2005 | ||||
6. | Preference Share Pricing announcement made on 13 May 2005 | ||||
7. | Issue of Equity announcement made on 19 May 2005 | ||||
8. | Director Shareholding announcement made on 20 May 2005 | ||||
9. | Director Shareholding announcement made on 20 May 2005 | ||||
10. | Dividend Declaration announcement made on 24 May 2005 | ||||
11. | Dividend Declaration announcement made on 27 May 2005 |
Enclosure No. 1
SCHEDULE 5
BLOCKLISTING SIX MONTHLY
RETURN
To: Listing Applications
UK Listing Authority
Financial Services Authority
25, The North Colonnade
Canary Wharf
London, E14 5HS
Please ensure the entries on this return are typed
1. Name of company
The Royal Bank of Scotland Group plc |
2. Name of scheme
RBSG Sharesave Scheme |
3. Period of return:
From |
1 October 2004 |
To |
31 March 2005 |
4. Number and class of shares(s) (amount of stock / debt security) not issued under scheme
26,961,775 |
5. Number of shares issued / allotted under scheme during period:
3,175,492 |
6. Balance under scheme not yet issued / allotted at end of period
23,786,283 |
7. Number and class of share(s) (amount of stock / debt securities) originally listed and the date of admission;
20,000,000 Ordinary Shares of 25p each - Block Listing granted 24 May 2001 20,000,000 Ordinary Shares of 25p each - Block Listing granted 17 December 2004 |
Please confirm total number of shares in issue at the end of the period in order for us to update our records
3,177,946,448 |
Contact for queries
Name |
Mr Peter Helmn |
Address |
The Royal Bank of Scotland Group plc 42 St Andrew Square Edinburgh EH2 2YE |
Telephone |
0131 556 8555 |
Person making the return
Name |
Mr Hew Campbell |
Position |
Head of Group Secretariat |
Signature |
The FSA does not give any express or implied warranty as to the accuracy of this document or material and does not accept any liability for error or omission. The FSA is not liable for any damages (including, without limitation, damages for loss of business or loss of profits) arising in contract, tort or otherwise from the use of or inability to use this document, or any material contained in it, or from any action or decision taken as a result of using this document or any such material.
SCHEDULE 5
BLOCKLISTING SIX MONTHLY
RETURN
To: Listing Applications
UK Listing Authority
Financial Services Authority
25, The North Colonnade
Canary Wharf
London, E14 5HS
Please ensure the entries on this return are typed
1. Name of company
The Royal Bank of Scotland Group plc |
2. Name of scheme
RBSG Executive Share Option Scheme |
3. Period of return:
From |
1 October 2004 |
To |
31 March 2005 |
4. Number and class of shares(s) (amount of stock / debt security) not issued under scheme
10,976,212 |
5. Number of shares issued / allotted under scheme during period:
3,77,377 |
6. Balance under scheme not yet issued / allotted at end of period
10,598,835 |
7. Number and class of share(s) (amount of stock / debt securities) originally listed and the date of admission;
5,000,000 Ordinary Shares of 25p each - Block Listing granted 24 May 2001 6,000,000 Ordinary Shares of 25p each - Block Listing granted 17 December 2004 |
Please confirm total number of shares in issue at the end of the period in order for us to update our records
3,177,946,448 |
Contact for queries
Name |
Mr Peter Helmn |
Address |
The Royal Bank of Scotland Group plc 42 St Andrew Square Edinburgh EH2 2YE |
Telephone |
0131 556 8555 |
Person making the return
Name |
Mr Hew Campbell |
Position |
Head of Group Secretariat |
Signature |
The FSA does not give any express or implied warranty as to the accuracy of this document or material and does not accept any liability for error or omission. The FSA is not liable for any damages (including, without limitation, damages for loss of business or loss of profits) arising in contract, tort or otherwise from the use of or inability to use this document, or any material contained in it, or from any action or decision taken as a result of using this document or any such material.
SCHEDULE 5
BLOCKLISTING SIX MONTHLY
RETURN
To: Listing Applications
UK Listing Authority
Financial Services Authority
25, The North Colonnade
Canary Wharf
London, E14 5HS
Please ensure the entries on this return are typed
1. Name of company
The Royal Bank of Scotland Group plc |
2. Name of scheme
NatWest Sharesave Scheme |
3. Period of return:
From |
1 October 2004 |
To |
31 March 2005 |
4. Number and class of shares(s) (amount of stock / debt security) not issued under scheme
7,233,280 |
5. Number of shares issued / allotted under scheme during period:
5,032,420 |
6. Balance under scheme not yet issued / allotted at end of period
2,200,860 |
7. Number and class of share(s) (amount of stock / debt securities) originally listed and the date of admission;
23,000,000 Ordinary Shares of 25p each - Block Listing granted 24 May 2001 |
Please confirm total number of shares in issue at the end of the period in order for us to update our records
3,177,946,448 |
Contact for queries
Name |
Mr Peter Helmn |
Address |
The Royal Bank of Scotland Group plc 42 St Andrew Square Edinburgh EH2 2YE |
Telephone |
0131 556 8555 |
Person making the return
Name |
Mr Hew Campbell |
Position |
Head of Group Secretariat |
Signature |
The FSA does not give any express or implied warranty as to the accuracy of this document or material and does not accept any liability for error or omission. The FSA is not liable for any damages (including, without limitation, damages for loss of business or loss of profits) arising in contract, tort or otherwise from the use of or inability to use this document, or any material contained in it, or from any action or decision taken as a result of using this document or any such material.
SCHEDULE 5
BLOCKLISTING SIX MONTHLY
RETURN
To: Listing Applications
UK Listing Authority
Financial Services Authority
25, The North Colonnade
Canary Wharf
London, E14 5HS
Please ensure the entries on this return are typed
1. Name of company
The Royal Bank of Scotland Group plc |
2. Name of scheme
NatWest Executive Share Option Scheme |
3. Period of return:
From |
1 October 2004 |
To |
31 March 2005 |
4. Number and class of shares(s) (amount of stock / debt security) not issued under scheme
1,731,715 |
5. Number of shares issued / allotted under scheme during period:
178,664 |
6. Balance under scheme not yet issued / allotted at end of period
1,553,051 |
7. Number and class of share(s) (amount of stock / debt securities) originally listed and the date of admission;
5,000,000 Ordinary Shares of 25p each - Block Listing granted 24 May 2001 |
Please confirm total number of shares in issue at the end of the period in order for us to update our records
3,177,946,448 |
Contact for queries
Name |
Mr Peter Helmn |
Address |
The Royal Bank of Scotland Group plc 42 St Andrew Square Edinburgh EH2 2YE |
Telephone |
0131 556 8555 |
Person making the return
Name |
Mr Hew Campbell |
Position |
Head of Group Secretariat |
Signature |
The FSA does not give any express or implied warranty as to the accuracy of this document or material and does not accept any liability for error or omission. The FSA is not liable for any damages (including, without limitation, damages for loss of business or loss of profits) arising in contract, tort or otherwise from the use of or inability to use this document, or any material contained in it, or from any action or decision taken as a result of using this document or any such material.
SCHEDULE 5
BLOCKLISTING SIX MONTHLY
RETURN
To: Listing Applications
UK Listing Authority
Financial Services Authority
25, The North Colonnade
Canary Wharf
London, E14 5HS
Please ensure the entries on this return are typed
1. Name of company
The Royal Bank of Scotland Group plc |
2. Name of scheme
Option 2000 Scheme |
3. Period of return:
From |
1 October 2004 |
To |
31 March 2005 |
4. Number and class of shares(s) (amount of stock / debt security) not issued under scheme
12,856,350 |
5. Number of shares issued / allotted under scheme during period:
3,562,500 |
6. Balance under scheme not yet issued / allotted at end of period
9,293,850 |
7. Number and class of share(s) (amount of stock / debt securities) originally listed and the date of admission;
14,000,000 Ordinary Shares of 25p each - Block Listing granted 22 December 2000 10,000,000 Ordinary Shares of 25p each - Block Listing granted 17 December 2004 |
Please confirm total number of shares in issue at the end of the period in order for us to update our records
3,177,946,448 |
Contact for queries
Name |
Mr Peter Helmn |
Address |
The Royal Bank of Scotland Group plc 42 St Andrew Square Edinburgh EH2 2YE |
Telephone |
0131 556 8555 |
Person making the return
Name |
Mr Hew Campbell |
Position |
Head of Group Secretariat |
Signature |
The FSA does not give any express or implied warranty as to the accuracy of this document or material and does not accept any liability for error or omission. The FSA is not liable for any damages (including, without limitation, damages for loss of business or loss of profits) arising in contract, tort or otherwise from the use of or inability to use this document, or any material contained in it, or from any action or decision taken as a result of using this document or any such material.
SCHEDULE 5
BLOCKLISTING SIX MONTHLY
RETURN
To: Listing Applications
UK Listing Authority
Financial Services Authority
25, The North Colonnade
Canary Wharf
London, E14 5HS
Please ensure the entries on this return are typed
1. Name of company
The Royal Bank of Scotland Group plc |
2. Name of scheme
Employee Share Ownership Plan |
3. Period of return:
From |
1 October 2004 |
To |
31 March 2005 |
4. Number and class of shares(s) (amount of stock / debt security) not issued under scheme
9,716,648 |
5. Number of shares issued / allotted under scheme during period:
2,136,125 |
6. Balance under scheme not yet issued / allotted at end of period
7,580,523 |
7. Number and class of share(s) (amount of stock / debt securities) originally listed and the date of admission;
15,000,000 Ordinary Shares of 25p each - Block Listing granted 15 January 2003 |
Please confirm total number of shares in issue at the end of the period in order for us to update our records
3,177,946,448 |
Contact for queries
Name |
Mr Peter Helmn |
Address |
The Royal Bank of Scotland Group plc 42 St Andrew Square Edinburgh EH2 2YE |
Telephone |
0131 556 8555 |
Person making the return
Name |
Mr Hew Campbell |
Position |
Head of Group Secretariat |
Signature |
The FSA does not give any express or implied warranty as to the accuracy of this document or material and does not accept any liability for error or omission. The FSA is not liable for any damages (including, without limitation, damages for loss of business or loss of profits) arising in contract, tort or otherwise from the use of or inability to use this document, or any material contained in it, or from any action or decision taken as a result of using this document or any such material.
SCHEDULE 5
BLOCKLISTING SIX MONTHLY
RETURN
To: Listing Applications
UK Listing Authority
Financial Services Authority
25, The North Colonnade
Canary Wharf
London, E14 5HS
Please ensure the entries on this return are typed
1. Name of company
The Royal Bank of Scotland Group plc |
2. Name of scheme
First Active plc 1998 SAYE Scheme |
3. Period of return:
From |
1 October 2004 |
To |
31 March 2005 |
4. Number and class of shares(s) (amount of stock / debt security) not issued under scheme
247,946 |
5. Number of shares issued / allotted under scheme during period:
0 |
6. Balance under scheme not yet issued / allotted at end of period
247,946 |
7. Number and class of share(s) (amount of stock / debt securities) originally listed and the date of admission;
250,000 Ordinary Shares of 25p each - Block Listing granted 28 January 2004 |
Please confirm total number of shares in issue at the end of the period in order for us to update our records
3,177,946,448 |
Contact for queries
Name |
Mr Peter Helmn |
Address |
The Royal Bank of Scotland Group plc 42 St Andrew Square Edinburgh EH2 2YE |
Telephone |
0131 556 8555 |
Person making the return
Name |
Mr Hew Campbell |
Position |
Head of Group Secretariat |
Signature |
The FSA does not give any express or implied warranty as to the accuracy of this document or material and does not accept any liability for error or omission. The FSA is not liable for any damages (including, without limitation, damages for loss of business or loss of profits) arising in contract, tort or otherwise from the use of or inability to use this document, or any material contained in it, or from any action or decision taken as a result of using this document or any such material.
SCHEDULE 5
BLOCKLISTING SIX MONTHLY
RETURN
To: Listing Applications
UK Listing Authority
Financial Services Authority
25, The North Colonnade
Canary Wharf
London, E14 5HS
Please ensure the entries on this return are typed
1. Name of company
The Royal Bank of Scotland Group plc |
2. Name of scheme
First Active plc 2001 SAYE Scheme |
3. Period of return:
From |
1 October 2004 |
To |
31 March 2005 |
4. Number and class of shares(s) (amount of stock / debt security) not issued under scheme
216,969 |
5. Number of shares issued / allotted under scheme during period:
1,095 |
6. Balance under scheme not yet issued / allotted at end of period
215,874 |
7. Number and class of share(s) (amount of stock / debt securities) originally listed and the date of admission;
250,000 Ordinary Shares of 25p each - Block Listing granted 28 January 2004 |
Please confirm total number of shares in issue at the end of the period in order for us to update our records
3,177,946,448 |
Contact for queries
Name |
Mr Peter Helmn |
Address |
The Royal Bank of Scotland Group plc 42 St Andrew Square Edinburgh EH2 2YE |
Telephone |
0131 556 8555 |
Person making the return
Name |
Mr Hew Campbell |
Position |
Head of Group Secretariat |
Signature |
The FSA does not give any express or implied warranty as to the accuracy of this document or material and does not accept any liability for error or omission. The FSA is not liable for any damages (including, without limitation, damages for loss of business or loss of profits) arising in contract, tort or otherwise from the use of or inability to use this document, or any material contained in it, or from any action or decision taken as a result of using this document or any such material.
SCHEDULE 5
BLOCKLISTING SIX MONTHLY
RETURN
To: Listing Applications
UK Listing Authority
Financial Services Authority
25, The North Colonnade
Canary Wharf
London, E14 5HS
Please ensure the entries on this return are typed
1. Name of company
The Royal Bank of Scotland Group plc |
2. Name of scheme
First Active plc 1998 Share Option Scheme |
3. Period of return:
From |
1 October 2004 |
To |
31 March 2005 |
4. Number and class of shares(s) (amount of stock / debt security) not issued under scheme
250,000 |
5. Number of shares issued / allotted under scheme during period:
0 |
6. Balance under scheme not yet issued / allotted at end of period
250,000 |
7. Number and class of share(s) (amount of stock / debt securities) originally listed and the date of admission;
250,000 Ordinary Shares of 25p each - Block Listing granted 28 January 2004 |
Please confirm total number of shares in issue at the end of the period in order for us to update our records
3,177,946,448 |
Contact for queries
Name |
Mr Peter Helmn |
Address |
The Royal Bank of Scotland Group plc 42 St Andrew Square Edinburgh EH2 2YE |
Telephone |
0131 556 8555 |
Person making the return
Name |
Mr Hew Campbell |
Position |
Head of Group Secretariat |
Signature |
The FSA does not give any express or implied warranty as to the accuracy of this document or material and does not accept any liability for error or omission. The FSA is not liable for any damages (including, without limitation, damages for loss of business or loss of profits) arising in contract, tort or otherwise from the use of or inability to use this document, or any material contained in it, or from any action or decision taken as a result of using this document or any such material.
SCHEDULE 5
BLOCKLISTING SIX MONTHLY
RETURN
To: Listing Applications
UK Listing Authority
Financial Services Authority
25, The North Colonnade
Canary Wharf
London, E14 5HS
Please ensure the entries on this return are typed
1. Name of company
The Royal Bank of Scotland Group plc |
2. Name of scheme
First Active plc 2002 Approved Share Option Scheme |
3. Period of return:
From |
1 October 2004 |
To |
31 March 2005 |
4. Number and class of shares(s) (amount of stock / debt security) not issued under scheme
250,000 |
5. Number of shares issued / allotted under scheme during period:
5,040 |
6. Balance under scheme not yet issued / allotted at end of period
244,960 |
7. Number and class of share(s) (amount of stock / debt securities) originally listed and the date of admission;
250,000 Ordinary Shares of 25p each - Block Listing granted 28 January 2004 |
Please confirm total number of shares in issue at the end of the period in order for us to update our records
3,177,946,448 |
Contact for queries
Name |
Mr Peter Helmn |
Address |
The Royal Bank of Scotland Group plc 42 St Andrew Square Edinburgh EH2 2YE |
Telephone |
0131 556 8555 |
Person making the return
Name |
Mr Hew Campbell |
Position |
Head of Group Secretariat |
Signature |
The FSA does not give any express or implied warranty as to the accuracy of this document or material and does not accept any liability for error or omission. The FSA is not liable for any damages (including, without limitation, damages for loss of business or loss of profits) arising in contract, tort or otherwise from the use of or inability to use this document, or any material contained in it, or from any action or decision taken as a result of using this document or any such material.
Enclosure No. 2
SCHEDULE 11
NOTIFICATION OF INTERESTS OF DIRECTORS AND
CONNECTED PERSONS
1. Name of company
The Royal Bank of Scotland Group plc |
2. Name of director
Sir Fred Goodwin |
3. Please state whether notification indicates that it is in respect of holding of the shareholder named in 2 above or in respect of a non-beneficial interest or in the case of an individual holder if it is a holding of that person's spouse or children under the age of 18 or in respect of a non-beneficial interest
Sir Fred Goodwin |
4. Name of the registered holder(s) and, if more than one holder, the number of shares held by each of them (if notified)
The Royal Bank of Scotland plc Trustee Account BAYE and Profit Sharing |
5. Please state whether notification relates to a person(s) connected with the director named in 2 above and identify the connected person(s)
Sir Fred Goodwin |
6. Please state the nature of the transaction. For PEP transactions please indicate whether general/single co PEP and if discretionary/non discretionary
Participation in The Royal Bank of Scotland Group plc Share Incentive Plan |
7. Number of shares / amount of stock acquired
8 |
8. Percentage of issued class
- |
9. Number of shares/amount of stock disposed
- |
10. Percentage of issued class
- |
11. Class of security
Ordinary Shares of 25p |
12. Price per share
£16.25 |
13. Date of transaction
9 May 2005 |
14. Date company informed
9 May 2005 |
15. Total holding following this notification
64,996 |
16. Total percentage holding of issued class following this notification
If a director has been granted options by the company please complete the following boxes.
17. Date of grant
18. Period during which or date on which exercisable
19. Total amount paid (if any) for grant of the option
20. Description of shares or debentures involved: class, number
21. Exercise price (if fixed at time of grant) or indication that price is to be fixed at time of exercise
22. Total number of shares or debentures over which options held following this notification
23. Any additional information
24. Name of contact and telephone number for queries
Hew Campbell, Head of Group Secretariat 0131 523 4711 |
25. Name and signature of authorised company official responsible for making this notification
Hew Campbell, Head of Group Secretariat |
Date of Notification
9 May 2005 |
The FSA does not give any express or implied warranty as to the accuracy of this document or material and does not accept any liability for error or omission. The FSA is not liable for any damages (including, without limitation, damages for loss of business or loss of profits) arising in contract, tort or otherwise from the use of or inability to use this document, or any material contained in it, or from any action or decision taken as a result of using this document or any such material.
Enclosure No. 3
SCHEDULE 11
NOTIFICATION OF INTERESTS OF DIRECTORS AND
CONNECTED PERSONS
1. Name of company
The Royal Bank of Scotland Group plc |
2. Name of director
Sir George Ross Mathewson |
3. Please state whether notification indicates that it is in respect of holding of the shareholder named in 2 above or in respect of a non-beneficial interest or in the case of an individual holder if it is a holding of that person's spouse or children under the age of 18 or in respect of a non-beneficial interest
Self and Spouse |
4. Name of the registered holder(s) and, if more than one holder, the number of shares held by each of them (if notified)
Adam & Company Nominees Limited |
5. Please state whether notification relates to a person(s) connected with the director named in 2 above and identify the connected person(s)
Self and Spouse |
6. Please state the nature of the transaction. For PEP transactions please indicate whether general/single co PEP and if discretionary/non discretionary
Purchase of shares |
7. Number of shares / amount of stock acquired
5,895 - Self 350 - Spouse |
8. Percentage of issued class
- |
9. Number of shares/amount of stock disposed
- |
10. Percentage of issued class
- |
11. Class of security
Ordinary Shares of 25p each |
12. Price per share
£16.32 |
13. Date of transaction
9 May 2005 |
14. Date company informed
9 May 2005 |
15. Total holding following this notification
257,061 |
16. Total percentage holding of issued class following this notification
- |
If a director has been granted options by the company please complete the following boxes.
17. Date of grant
|
18. Period during which or date on which exercisable
|
19. Total amount paid (if any) for grant of the option
|
20. Description of shares or debentures involved: class, number
|
21. Exercise price (if fixed at time of grant) or indication that price is to be fixed at time of exercise
|
22. Total number of shares or debentures over which options held following this notification
|
23. Any additional information
|
24. Name of contact and telephone number for queries
Hew Campbell, Head of Group Secretariat, 0131 523 4711 |
25. Name and signature of authorised company official responsible for making this notification
Hew Campbell, Head of Group Secretariat |
Date of Notification
9 May 2005 |
The FSA does not give any express or implied warranty as to the accuracy of this document or material and does not accept any liability for error or omission. The FSA is not liable for any damages (including, without limitation, damages for loss of business or loss of profits) arising in contract, tort or otherwise from the use of or inability to use this document, or any material contained in it, or from any action or decision taken as a result of using this document or any such material.
Enclosure No. 4
The Royal Bank of Scotland Group plc ("RBS") - Presentation to the UBS Financial
Services Conference
Sir Fred Goodwin, Group Chief Executive, presented to the UBS Financial Services
Conference in New York on Monday 9th May in the afternoon. The content is
consistent with the presentation and comments made at the 2004 annual results
meeting on February 24th 2005 and the Annual General Meeting of the Company on
April 20th 2005.
A copy of the presentation is available on the Group's website www.rbs.com.
For further information:
Investor Relations
Richard O'Connor
Tel: +44 (0) 207 672 1758
Media
Carolyn McAdam
Head of Group Communications
Tel: +44 (0) 131 523 23055
Enclosure No. 5
THE ROYAL BANK OF SCOTLAND GROUP PLANS
US DOLLAR PREFERENCE SHARE ISSUE
10th May 2005
Following the redemption of the Series 2 US Dollar Stock Settled preference shares on 31st March 2005, The Royal Bank of Scotland Group plc ("the Group") is pleased to announce that it intends to issue Category II Non-cumulative Dollar Preference Shares to be designated Series N ("the Series N Dollar Preference Shares"), which will be issued in the form of American Depositary Receipts ("the Series N ADRs") in the United States, at a subscription price of US$25.00 per share.
The Series N Preference Shares will be issued under a Form F-3 Shelf Registration Statement which the Group has filed with the Securities and Exchange Commission, Washington, D.C. and which provides for the offer and sale from time to time of, among other things the Group's dollar preference shares.
Application will be made to list the Series N ADRs on the New York Stock Exchange. The Series N Preference Shares are expected to qualify as Tier One capital.
The Group is being advised in connection with the issue by Merrill Lynch & Co who are also acting with Citigroup Global Markets, Inc, Morgan Stanley, RBS Greenwich Capital, UBS Securities LLC, and Wachovia Securities as managers.
The proceeds of the issue of the Series N Preference Shares will be used to further strengthen the Group's capital base and for general corporate purposes.
This announcement shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the Series N Preference Shares in any State of the US in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the Securities Laws of any such State. Further, no Series N Preference Shares will be offered to the public in the UK.
For further information, please contact;
The Royal Bank of Scotland Group plc
Fred Watt Group Finance Director 42 St Andrew Square Edinburgh EH2 2YE Tel: 0131 523 5171
Siddharth Prasad Managing Director Merrill Lynch International 2 King Edward Street Canary Wharf London EC1A 1HQ Tel: 020 7996 5320
|
Ron Huggett Capital Raising Director 280 Bishopsgate London EC2M 4RB Tel: 020 7085 4925
|
Stabilisation FSA
Enclosure No. 6
THE ROYAL BANK OF SCOTLAND GROUP
AGREES PRICE FOR US$1 BILLION PREFERENCE SHARE ISSUE
13th May 2004
The Royal Bank of Scotland Group plc ("the Group") is pleased to announce the pricing of 40,000,000 Category II Non-cumulative Dollar Preference Shares to be designated Series N ("the Series N Dollar Preference Shares"), which will be issued in the form of American Depositary Receipts ("the Series N ADRs") in the United States, at a subscription price of US$25.00 per share, with a coupon of 6.35% per annum.
Non-cumulative preferential dividends on the Series N Dollar Preference Shares will be payable in US dollars quarterly in arrears on 31 March, 30 June, 30 September and 31 December, at a rate of US$1.5875 annually per Series N Dollar Preference Share. The first coupon is payable 30 June 2005. The Series N Dollar Preference Shares can be redeemed in whole or in part at any time on or after 30 June 2010 at US$25.00 per share, plus accrued dividends for the then-current dividend period.
The Group is being advised in connection with the issue by Merrill Lynch & Co. who are also acting with Citigroup Global Markets, Inc, Morgan Stanley, RBS Greenwich Capital, UBS Securities LLC, and Wachovia Securities as managers.
This announcement shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the Series N Dollar Preference Shares in any State of the US in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such State. Further, no Series N Dollar Preference Shares will be offered to the public in the UK.
For further information, please contact;
The Royal Bank of Scotland Group plc
Fred Watt Group Finance Director 42 St Andrew Square Edinburgh EH2 2YE Tel: 0131 523 5171 Siddharth Prasad Managing Director Merrill Lynch International 2 King Edward Street London EC1A 1HQ Tel: 020 7996 5320 |
Ron Huggett Capital Raising Director 280 Bishopsgate London EC2M 4RB Tel: 020 7085 4925
|
Stabilisation FSA
Enclosure No. 7
THE ROYAL BANK OF SCOTLAND GROUP
COMPLETES US$ 1 BILLION PREFERENCE SHARE ISSUE
19th May 2005
The Royal Bank of Scotland Group plc ("the Group") has completed the issue of 40,000,000 Category II Non-cumulative Dollar Preference Shares designated Series N ("the Series N Dollar Preference Shares"). The proceeds of the issue of the Series N Dollar Preference Shares, after deducting underwriting commission, amount to approximately US$969,000,000. Application has been made for the Series N Dollar Preference Shares to be listed on the New York Stock Exchange.
This announcement shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the Series N Dollar Preference Shares in any State of the US in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the Securities Laws of any such State. Further, no Series N Dollar Preference Shares will be offered to the public in the UK.
For further information, please contact:
The Royal Bank of Scotland Group plc
Fred Watt Ron Huggett
Group Finance Director Capital Raising Director
42 St Andrew Square 280 Bishopsgate
Edinburgh London
EH2 2YE EC2M 4RB
Tel: 0131 523 5171 Tel: 0207 085 4925
Merrill Lynch International
Siddharth Prasad
Managing Director
Merrill Lynch International
2 King Edward Street
London
EC1A 1HQ
Tel: 0207 996 5320
Stabilisation FSA
Enclosure No. 8
SCHEDULE 11
NOTIFICATION OF INTERESTS OF DIRECTORS AND
CONNECTED PERSONS
1. Name of company
The Royal Bank of Scotland Group plc |
2. Name of director
Charles John Koch |
3. Please state whether notification indicates that it is in respect of holding of the shareholder named in 2 above or in respect of a non-beneficial interest or in the case of an individual holder if it is a holding of that person's spouse or children under the age of 18 or in respect of a non-beneficial interest
Charles John Koch |
4. Name of the registered holder(s) and, if more than one holder, the number of shares held by each of them (if notified)
Charles John Koch |
5. Please state whether notification relates to a person(s) connected with the director named in 2 above and identify the connected person(s)
Charles John Koch |
6. Please state the nature of the transaction. For PEP transactions please indicate whether general/single co PEP and if discretionary/non discretionary
Purchase of shares |
7. Number of shares / amount of stock acquired
20,000 |
8. Percentage of issued class
- |
9. Number of shares/amount of stock disposed
- |
10. Percentage of issued class
- |
11. Class of security
Category II non-cumulative dollar preference shares of US$0.01 each (series N) |
12. Price per share
US$25.00 (£13.5915) |
13. Date of transaction
19 May 2005 |
14. Date company informed
19 May 2005 |
15. Total holding following this notification
20,000 |
16. Total percentage holding of issued class following this notification
- |
If a director has been granted options by the company please complete the following boxes.
17. Date of grant
- |
18. Period during which or date on which exercisable
- |
19. Total amount paid (if any) for grant of the option
- |
20. Description of shares or debentures involved: class, number
- |
21. Exercise price (if fixed at time of grant) or indication that price is to be fixed at time of exercise
- |
22. Total number of shares or debentures over which options held following this notification
- |
23. Any additional information
- |
24. Name of contact and telephone number for queries
Hew Campbell, Head of Group Secretariat, 0131 523 4711 |
25. Name and signature of authorised company official responsible for making this notification
Hew Campbell, Head of Group Secretariat, 0131 523 4711 |
Date of Notification
20 May 2005 |
Enclosure No. 9
SCHEDULE 11
NOTIFICATION OF INTERESTS OF DIRECTORS AND
CONNECTED PERSONS
1. Name of company
The Royal Bank of Scotland Group plc |
2. Name of director
Dr James McGill Currie |
3. Please state whether notification indicates that it is in respect of holding of the shareholder named in 2 above or in respect of a non-beneficial interest or in the case of an individual holder if it is a holding of that person's spouse or children under the age of 18 or in respect of a non-beneficial interest
Self and spouse |
4. Name of the registered holder(s) and, if more than one holder, the number of shares held by each of them (if notified)
Adam & Company Nominees Limited |
5. Please state whether notification relates to a person(s) connected with the director named in 2 above and identify the connected person(s)
Self and spouse |
6. Please state the nature of the transaction. For PEP transactions please indicate whether general/single co PEP and if discretionary/non discretionary
Purchase of shares |
7. Number of shares / amount of stock acquired
550 |
8. Percentage of issued class
- |
9. Number of shares/amount of stock disposed
- |
10. Percentage of issued class
- |
11. Class of security
Ordinary Shares of 25p each |
12. Price per share
£16.25 |
13. Date of transaction
5 May 2005 |
14. Date company informed
6 May 2005 |
15. Total holding following this notification
550 |
16. Total percentage holding of issued class following this notification
- |
If a director has been granted options by the company please complete the following boxes.
17. Date of grant
|
18. Period during which or date on which exercisable
|
19. Total amount paid (if any) for grant of the option
|
20. Description of shares or debentures involved: class, number
|
21. Exercise price (if fixed at time of grant) or indication that price is to be fixed at time of exercise
|
22. Total number of shares or debentures over which options held following this notification
|
23. Any additional information
|
24. Name of contact and telephone number for queries
Hew Campbell, Head of Group Secretariat, 0131 523 4711 |
25. Name and signature of authorised company official responsible for making this notification
Hew Campbell, Head of Group Secretariat |
Date of Notification
20 May 2005 |
The FSA does not give any express or implied warranty as to the accuracy of this document or material and does not accept any liability for error or omission. The FSA is not liable for any damages (including, without limitation, damages for loss of business or loss of profits) arising in contract, tort or otherwise from the use of or inability to use this document, or any material contained in it, or from any action or decision taken as a result of using this document or any such material.
Enclosure No. 10
THE ROYAL BANK OF SCOTLAND GROUP plc
DIVIDEND ON SERIES D, SERIES E, SERIES F, SERIES G, SERIES H, SERIES I, SERIES J, SERIES K, SERIES L AND SERIES M NON-CUMULATIVE DOLLAR PREFERENCE SHARES of US$0.01 FOR THE THREE MONTHS TO 30 JUNE 2005
The Directors have declared the specified dividends on the undernoted Series of non-cumulative dollar preference shares, all of which are represented by American Depositary Shares, for the three months to 30 June 2005. The dividends will be paid on 30 June 2005 at the undernoted rates to holders on the register at the close of business on 15 June 2005. As at the date of this announcement all of the undernoted Non-cumulative dollar preference shares are held by The Bank of New York, N.A. as Depositary who have advised that the record date for the American Depositary Receipts which evidence the undernoted American Depositary Shares is 15 June 2005.
Series |
Dividend payable per share |
Series D |
US$0.51328125 |
Series E |
US$0.50625 |
Series F |
US$0.478125 |
Series G |
US$0.4625 |
Series H |
US$0.453125 |
Series I |
US$0.50 |
Series J |
US$0.53125 |
Series K |
US$0.4921875 |
Series L |
US$0.359375 |
Series M |
US$0.40 |
24 May 2005
End
THE ROYAL BANK OF SCOTLAND GROUP plc
DIVIDEND ON SERIES 3 NON-CUMULATIVE CONVERTIBLE DOLLAR PREFERENCE SHARES OF US$0.01 FOR THE PERIOD TO 30 JUNE 2005
The Directors have declared the specified dividends on the undernoted series of non-cumulative convertible dollar preference shares, all of which are represented by American Depositary Shares, for the six months to 30 June 2005. The dividends will be paid on 30 June 2005 at the undernoted rates to holders on the register at the close of business on 15 June 2005. As at the date of this announcement all of the undernoted non-cumulative dollar preference shares are held by The Bank of New York, N.A. as Depositary who have advised that the record date for the American Depositary Receipts which evidence the undernoted American Depositary Shares is 15 June 2005.
Series |
Dividend payable per share |
Series 3 |
US$39.08 |
24 May 2005
Enclosure No. 11
THE ROYAL BANK OF SCOTLAND GROUP plc
QUARTERLY DIVIDEND ON SERIES N NON-CUMULATIVE DOLLAR PREFERENCE SHARES of US$0.01 FOR THE PERIOD 19 MAY 2005 TO 30 JUNE 2005
The Directors have declared the specified dividends on the undernoted Series of non-cumulative dollar preference shares, all of which are represented by American Depositary Shares, for the period 19 May 2005 to 30 June 2005. The dividends will be paid on 30 June 2005 at the undernoted rates to holders on the register at the close of business on 15 June 2005. As at the date of this announcement all of the undernoted Non-cumulative dollar preference shares are held by The Bank of New York, N.A. as Depositary who have advised that the record date for the American Depositary Receipts which evidence the undernoted American Depositary Shares is 15 June 2005.
Series |
Dividend payable per share |
Series N |
US$0.1807986 |
27 May 2005
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
Date: 31 May 2005
THE ROYAL BANK OF SCOTLAND GROUP plc (Registrant) |
By: | /s/ H Campbell |
Name: Title: |
H Campbell Head of Group Secretariat |