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) (the ”United States”) OR TO ANY U.S. PERSON. THE DISTRIBUTION OF THIS DOCUMENT IN CERTAIN JURISDICTIONS (IN PARTICULAR, THE UNITED STATES, THE UNITED KINGDOM, FRANCE, BELGIUM AND ITALY) MAY BE RESTRICTED BY LAW.
** AB Fortum Värme announces final tender results **
AB Fortum Värme Holding samägt med Stockholm stad (publ) (the “Issuer” and “Fortum Värme”) today announces the final results of its invitations to the holders of its outstanding SEK 1,000,000,000 FRN due 17 September 2018 (ISIN: SE0007525944) (the “Notes”) to tender their Notes for cash (the “Tender Offer”).
The Offer was announced on 9 November 2017 and was made on the terms and subject to the conditions contained in the tender offer announcement dated 9 November 2017 and published by the Issuer (the “Tender Announcement”). Capitalised terms used in this announcement but not defined herein have the meanings given to them in the Tender Announcement.
At the expiration of the Tender Offer at 12:00 CET on 16 November 2017, valid tender instructions of SEK 748,000,000 in aggregate nominal amount of Notes were received pursuant to the Tender Offer.
The Issuer announces that the New Financing Conditions have been met and that a total nominal amount of New Notes of SEK 748,000,000 has been successfully issued. Accordingly, all valid tender instructions received pursuant to the Tender Offer will be accepted for purchase by the Issuer.
The purchase price payable per Note having a nominal amount of SEK 1,000,000 is 100.458 per cent. The Issuer will also pay an amount equal to any accrued and unpaid interest on the relevant Notes from, but excluding, the interest payment date for the Notes immediately preceding the settlement date for the purchase of the Notes up to, and including, the Settlement Date (as defined below).
The settlement date for the Tender Offer is set to 24 November 2017 (the “Settlement Date”). All Notes purchased by the Issuer will be cancelled. Notes not tendered pursuant to the Tender Offer will remain outstanding.
Settlement of the transactions pursuant to the Tender Offer will occur as a secondary trade via the Dealer Managers. 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 Managers.
Joint Bookrunners and Dealer Managers
Nordea Bank AB (publ)
Skandinaviska Enskilda Banken AB (publ)
This announcement must be read in conjunction with the Tender Announcement. No offer or invitation to acquire or sell any securities is being made pursuant to this announcement. The distribution of this announcement and the Tender Announcement in certain jurisdictions may be restricted by law. Persons into whose possession this announcement or the Tender Announcement comes are required by the Issuer and the Dealer Managers to inform themselves about, and to observe, any such restrictions.
The Notes have not been, and will not be, registered under the United States Securities Act of 1933, as amended (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. The purpose of this announcement and the Tender Announcement is limited to the Tender Offer and this announcement and the Tender Announcement may not be sent or given to a person in the United States or otherwise to any person other than in an offshore transaction in accordance with Regulation S under the Securities Act.