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) OR IN ANY JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS DOCUMENT. THE DISTRIBUTION OF THIS DOCUMENT IN CERTAIN JURISDICTIONS (IN PARTICULAR, THE UNITED STATES AND THE UNITED KINGDOM) MAY BE RESTRICTED BY LAW.
Samhällsbyggnadsbolaget i Norden AB (publ) (the “Issuer” or “SBB”), rated BBB- (stable) by S&P and BBB- (stable) by Fitch is offering holders of the Issuer’s outstanding SEK subordinated perpetual floating rate callable capital securities outlined below (the “Capital Securities”) to tender for purchase by the Issuer for cash (the “Tender Offer”) at the price set out below. The Capital Securities will be repurchased subject to the terms and conditions described in a tender information document dated 16 October 2019.
Description of the Capital Securities / ISIN / Issued Amount / Outstanding Amount / Minimum denomination amount / Purchase Price
2017 Perpetual capital securities / SE0010414599 / SEK 1,000m / SEK 700m / SEK 1m / 113.40%
2018 Perpetual capital securities / SE0011642776 / SEK 1,200m / SEK 1,200m / SEK 2m / 112.80%
The tender information document can be found in the following link: sbbnorden.se/en/investor-relations-main/reports/.
In connection with the Tender Offer, the Issuer announces that it intends to issue new SEK denominated subordinated perpetual floating rate callable capital securities with a first call date 5.25 years after the first issue date (the “New Capital Securities”), subject to market conditions.
The Tender Offer expires at 12:00 CET on 21 October 2019, unless extended, re-opened, withdrawn or terminated at the sole discretion of the Issuer. Settlement of the Tender Offer is expected to occur at or around 28 October 2019. The Issuer’s repurchase of Capital Securities is conditional upon a successful issue of New Capital Securities.
The Issuer has mandated Danske Bank A/S, Danmark, Sverige Filial (“Danske Bank”), DNB Markets a part of DNB Bank ASA, Sweden Branch (“DNB”), Nordea Bank Abp (“Nordea”), Skandinaviska Enskilda Banken AB (publ) (“SEB”) and Swedbank AB (publ) (“Swedbank”) as joint arrangers and bookrunners in respect of the issuance of the New Capital Securities. Danske Bank, DNB, Nordea, SEB and Swedbank act as Dealer Managers and Tender Agents for the Tender Offer.
Attachment: The tender information document.
Dealer Managers and Tender Agents:
Danske Bank A/S, Danmark, Sverige Filial: +46 (0)8- 23 56 23, [email protected]
DNB Markets a part of DNB Bank ASA, Sweden Branch: +47 23 26 80 99, [email protected]
Nordea Bank Abp: +46 8 407 91 35, [email protected]
Skandinaviska Enskilda Banken AB (publ): +46 (0)8-506 230 82, [email protected]
Swedbank AB (publ): +46 (0)8 700 90 22, [email protected]
For further information, please contact:
Ilija Batljan, CEO and Founder, [email protected]
Rosel Ragnarsson, Head of Finance, [email protected]
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 Ilija Batljan on 16 October 2019, at 15:10 CET.
About Samhällsbyggnadsbolaget i Norden AB (publ)
The company’s strategy is to own, manage and develop community service properties throughout the Nordic region and rental apartments in growth regions in Sweden. Through the company’s commitment and engagement in community participation and social responsibility, municipalities and other stakeholders find the company an attractive long-term partner. At the beginning of 2018, SBB was named the winner of the Real Estate Company of the Year Award for 2017. The company’s series B shares (short name SBB B) and D shares (short name SBB D) are listed on Nasdaq Stockholm, Large Cap. The company’s preference shares (SBB PREF) are listed on Nasdaq First North Premier Growth Market. Certified Adviser is Erik Penser Bank (contact: [email protected] / +46 84638300). More information about the company is available at www.sbbnorden.se.