Press Release

Morgan Lewis Advises Prudential plc on Bond Issuer Substitutions and US Commercial Paper Program

Thursday, March 2, 2023

LONDON, March 2, 2023: Morgan Lewis acted as US counsel to Prudential plc (Prudential), a multinational life insurance and asset management company, in relation to the substitution of Prudential as issuer in respect of its $1 billion 3.125% notes due 2030 and $350 million 3.625% notes due 2032 (the US Bonds), which were issued by Prudential under its US shelf issuance program and listed on the New York Stock Exchange. A newly incorporated indirect subsidiary of Prudential, Prudential Funding (Asia) plc, was formed in order to act as the issuer of the substituted bonds and, following the substitutions, the substituted bonds are guaranteed by Prudential. The listing of the substituted bonds has been maintained on the New York Stock Exchange.

The issuer substitutions were made in connection with a change in tax residence of Prudential from the United Kingdom to Hong Kong. Concurrently with the issuer substitutions in respect of the US Bonds, similar issuer substitutions were made in respect of all outstanding series of bonds issued by Prudential under its medium-term note program, as well as certain of Prudential’s standalone bonds.

The firm also advised Prudential on the establishment by Prudential International Treasury Limited (a Hong Kong incorporated indirect subsidiary of Prudential) of a US commercial paper program on February 23, 2023. Issuances of commercial paper under the program will be senior, unsecured obligations of Prudential International Treasury Limited and will be irrevocably guaranteed by Prudential.

The Morgan Lewis team advising Prudential on the transactions included partners Carter Brod, Howard Kenny, Thomas Giblin, Kenneth Kail, and Richard Zarin.