FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or
15d-16 of
the Securities Exchange Act
of 1934
For 24 September 2020
Commission File Number: 001-10306
NatWest 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- _____
This report on Form 6-K, except for any information contained
on any websites linked in this report, shall be deemed incorporated by reference into the company's Registration Statement on Form
F-3 (File No. 333-222022) and to be a part thereof from the date which it was filed, to the extent not superseded by documents
or reports subsequently filed or furnished.
NatWest Group plc
23 September 2020
NATWEST GROUP PLC – ESTIMATED IMPACT OF TENDER OFFERS FOR
CERTAIN OF ITS OUTSTANDING NOTES
Further to the announcement dated 22 September 2020 “Results
of tender offers for certain of its outstanding notes”, NatWest Group plc confirms that it has accepted $1,977,326,000 in
aggregate principal amount of the securities that were validly tendered. This includes an amount due under Guaranteed Delivery
of $9,418,000, which is due to be confirmed at 10pm, London time, 23 September 2020. The principal amount outstanding prior to
the tender offer was $4,405,319,000.
NatWest Group plc undertook the offers in order to provide the
holders of the outstanding notes with an opportunity to have their notes repurchased while maintaining a prudent approach to the
management of NatWest Group plc's capital position.
NatWest Group plc estimates the impact of this transaction will
be a charge to income in its Q3 results of approximately £325 million with the final charge dependent on foreign exchange
rate movements until the settlement date of 24 September 2020. After taking into account the estimated effects of taxation, and
based on risk weighted assets of £181.5 billion as reported for 30 June 2020, this would equate to a reduction in the CET1
capital ratio of approximately 15 bps.
FURTHER INFORMATION
Investor Relations
Alexander Holcroft
Head of Investor Relations
+44 (0) 20 7672 1758
Paul Pybus
Head of Debt Investor Relations
+44 (0)776 916 1183
Forward-looking statements
This document contains forward-looking
statements within the meaning of the United States Private Securities Litigation Reform Act of 1995, such as statements that include,
without limitation, the words ‘expect’, ‘estimate’, ‘project’, ‘anticipate’, ‘commit’,
‘believe’, ‘should’, ‘intend’, ‘plan’, ‘could’, ‘probability’,
‘risk’, ‘Value-at-Risk (VaR)’, ‘target’, ‘goal’, ‘objective’, ‘may’,
‘endeavour’, ‘outlook’, ‘optimistic’, ‘prospects’ and similar expressions or variations
on these expressions. These statements concern or may affect future matters, such as NatWest Group's future economic results,
business plans and strategies. In particular, this document may include forward-looking statements relating to NatWest Group in
respect of, but not limited to: its regulatory capital position and related requirements, its financial position, profitability
and financial performance (including financial, capital and operational targets), its access to adequate sources of liquidity
and funding, increasing competition from new incumbents and disruptive technologies, its exposure to third party risks, its ongoing
compliance with the UK ring-fencing regime and ensuring operational continuity in resolution, its impairment losses and credit
exposures under certain specified scenarios, substantial regulation and oversight, ongoing legal, regulatory and governmental
actions and investigations, the transition of LIBOR and IBOR rates to alternative risk free rates and NatWest Group’s exposure
to economic and political risks (including with respect to terms surrounding Brexit and climate change), operational risk, conduct
risk, cyber and IT risk, key person risk and credit rating risk. Forward-looking statements are subject to a number of risks and
uncertainties that might cause actual results and performance to differ materially from any expected future results or performance
expressed or implied by the forward-looking statements. Factors that could cause or contribute to differences in current expectations
include, but are not limited to, the final number of PPI claims and their amounts, the level and extent of future impairments
and write-downs, including with respect to goodwill, legislative, political, fiscal and regulatory developments, accounting standards,
competitive conditions, technological developments, interest and exchange rate fluctuations, general economic and political conditions
and the uncertainty surrounding the Covid-19 pandemic and its impact on NatWest Group. These and other factors, risks and uncertainties
that may impact any forward-looking statement or NatWest Group plc's actual results are discussed in NatWest Group plc's UK 2019
Annual Report and Accounts (ARA), NatWest Group plc’s Interim Results for Q1 2020 and NatWest Group plc’s Interim
Results for H1 2020 and materials filed with, or furnished to, the US Securities and Exchange Commission, including, but not limited
to, NatWest Group plc's most recent Annual Report on Form 20-F and Reports on Form 6-K. The forward-looking statements contained
in this document speak only as of the date of this document and NatWest Group plc does not assume or undertake any obligation
or responsibility to update any of the forward-looking statements contained in this document, whether as a result of new information,
future events or otherwise, except to the extent legally required.
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.
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NATWEST GROUP plc (Registrant)
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Date:
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24 September 2020
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By:
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/s/ Gary Moore
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Name:
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Gary Moore
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Title:
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Assistant Secretary
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