Blueprint
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
November 16, 2016
Commission
File Number: 001-10306
The
Royal Bank of Scotland Group plc
RBS,
Gogarburn, PO Box 1000
Edinburgh
EH12 1HQ
(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
___
Indicate
by check mark if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule 101(b)(1):_________
Indicate by check
mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(7):_________
Indicate by check
mark whether the registrant by furnishing the information contained
in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange
Act of 1934.
Yes ___
No X
If
"Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): 82-
________
The following information was issued as Company announcements
in London, England and is furnished pursuant to General Instruction
B to the General Instructions to Form
6-K:
16 November 2016
Allotment and Issue of New Ordinary Shares
The Royal Bank of Scotland Group plc (the "Company") announces the
allotment and issue of 30,623,134 new ordinary shares (the "New
Ordinary Shares") of the Company at a subscription price of
195.9303 pence per New Ordinary Share. The shares have been
sold in the market. The subscription price was determined by
reference to the average market price during a period since the
Company's Q3 results on 28 October 2016.
The shares being issued are for the purposes of partly neutralising
the impact of 2016 coupon payments on discretionary hybrid capital
from a Core Tier 1 capital perspective, as explained in the
Company's Full Year 2015 results announcements.
Based on this subscription price, the gross proceeds of the issue
are £60 million. The New Ordinary Shares being issued
represent an increase of approximately 0.26% per cent in the
Company's current issued ordinary shares. The New Ordinary
Shares will, when issued, be credited as fully paid and rank pari
passu in all respects with the existing ordinary shares of the
Company.
Applications will be made for admission of the New Ordinary Shares
to the premium listing segment of the Official List of the UK
Listing Authority and to trading (together "Admission") on (i) the
main market of the London Stock Exchange and (ii) the New York
Stock Exchange ("the NYSE"). American Depositary Shares ("ADS")
will also be listed with the NYSE in addition to the New Ordinary
Shares underlying the ADSs. It is expected that Admission will take
place at 8.00 a.m. on 22 November 2016.
For Further Information Contact:
RBS Investor Relations:
Matthew Richardson
Head of Fixed Income Investor Relations
+44 20 7678 1800
Alexander Holcroft
Head of Equity Investor Relations
+44 20 7672 1758
RBS Media Relations
+44 131 523 4205
This press release is neither an offer to sell nor a solicitation
of an offer to buy the New Ordinary Shares, and shall not
constitute an offer to sell or a solicitation of an offer to buy,
or a sale of, the New Ordinary Shares in any jurisdiction in which
such offer, solicitation or sale is unlawful. The New Ordinary
Shares have not been, and will not be, registered under the US
Securities Act of 1933 (the “Securities Act”) and may
not be offered or sold in the United States absent registration or
an exemption from the registration requirements of the Securities
Act. There will be no public offer of the New Ordinary Shares in
the United States. The New Ordinary Shares have not been approved
or disapproved by the US Securities and Exchange Commission, any
state securities commission in the United States or any other US
regulatory authority. Any representation to the contrary is a
criminal offence in the United States.
Date: 16
November 2016
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THE
ROYAL BANK OF SCOTLAND GROUP plc (Registrant)
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By: /s/
Jan Cargill
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Name:
Jan Cargill
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Title:
Deputy Secretary
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