NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED KINGDOM, THE UNITED STATES OR TO ANY U.S. PERSON (AS DEFINED IN REGULATION S OF THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED) OR IN ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS DOCUMENT.
Samhällsbyggnadsbolaget i Norden AB (publ), Reg. No. 556981-7660 (“SBB” or the “Issuer”) today announces the final results of its invitation dated 9 January 2019 to the holders of the Issuer’s outstanding 2018/2019 senior unsecured fixed rate notes with ISIN SE0010869123 and outstanding amount of SEK 300,000,000 (the “Notes”) to tender their Notes for purchase by the Issuer for cash (the “Tender Offer”).
The Tender Offer was made on the terms and subject to the conditions set out in a tender information document dated 9 January 2019 (the “Tender Information Document”), available on the website of the Issuer (sbbnorden.se/investor-relations/rapporter/).
The aggregate nominal amount of the Notes validly tendered by the holders of the Notes for purchase pursuant to the Tender Offer was SEK 262,000,000.
The Issuer furthermore announces that the New Financing Conditions (as defined in the Tender Information Document) have been met and that a total nominal amount of SEK 224,000,000 in a tap issue of the Issuer’s existing notes maturing on May 2021 with ISIN SE0010985713 have been successfully issued (the “New Notes”). The New Notes were issued at price of 102.00% corresponding to an interest rate of 3 months STIBOR plus a margin of ca. 2.85% to maturity. Consequently, all valid tender instructions received pursuant to the Tender Offer will be accepted for purchase by the Issuer.
The purchase price payable per Note is 102.15%, in addition to which the Issuer will pay an amount equal to any accrued and unpaid interest on the relevant Notes (in accordance with the applicable terms and conditions of the Notes).
Settlement of the Tender Offer will occur on 17 January 2019.
Settlement of the transactions pursuant to the Tender Offer will occur as a secondary trade via Nordea Bank Abp (the “Sole Bookrunner” and the “Dealer Manager”). All tendering Noteholders should coordinate the trade bookings with their local sales representative immediately.
Information about the Tender Offer may be obtained from the Dealer Manager.
Sole Bookrunner and Dealer Manager
Nordea Bank Abp
Email: [email protected]
Samhällsbyggnadsbolaget i Norden AB (publ)
Ilija Batljan, CEO and founder
This information is information that Samhällsbyggnadsbolaget i Norden AB (publ) is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above on January 10, 2019, at 15:30 CET.
This announcement must be read in conjunction with the Tender Information Document. No offer or invitation to acquire or sell any securities is being made pursuant to this announcement.
Not for distribution in or into or to any person located or resident in the United States, its territories and possessions (including Puerto Rico, the U.S. Virgin Islands, Guam, American Samoa, Wake Island and the Northern Mariana Islands, any state of the United States and the District of Columbia) or to any U.S. person (as defined in Regulation S of the United States Securities Act of 1933, as amended, the “Securities Act”) or in any jurisdiction where it is unlawful to release, publish or distribute this document. The Notes and the New Notes have not been, and will not be, registered under the Securities Act or the securities laws of any state or other jurisdiction of the United States, and may not be offered, sold or delivered, directly or indirectly, in the United States or to, or for the account or benefit of, U.S. persons. This announcement does not constitute an invitation to participate in the Tender Offer in any jurisdiction in which, or to any person to or from whom, it is unlawful to make such invitation or for there to be such participation under applicable securities laws. The distribution of this document in certain jurisdictions (in particular, the United States and the United Kingdom) may be restricted by law. Persons into whose possession this document comes are required by each of the Issuer and the Dealer Managers to inform themselves about and to observe any such restrictions.