Bilia AB (publ) announces final tender results for certain senior unsecured notes and issue of new senior unsecured notes
NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN 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 JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS DOCUMENT.
Bilia AB (publ), (“Bilia” or the “Issuer”) today announces the final results of its invitation dated 27 September 2018 to the holders of its outstanding notes outlined below (together, 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 27 September 2018 (the “Tender Information Document”), available on the website of the Issuer .
At the expiration of the Tender Offer at 12:00 CET on 4 October 2018, valid tender instructions of SEK 659,000,000 in an aggregate nominal amount of Notes were received pursuant to the Tender Offer. Details of tendered amount are set out below.
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 new senior unsecured notes of SEK 800,000,000 with a maturity of 5 years have been successfully issued (the “New Notes”). The interest rate for the New Notes is 3m Stibor + 140bps. In accordance with the rights of the Issuer to amend or waive any condition of the Tender Offer at any time as set forth in the Tender Information Document, the Issuer hereby announces that in order to accept a larger amount of tender instructions that previously envisaged, it will not fully apply the Transaction Cap as defined in the Tender Information Document and, accordingly, that a total of SEK 500,000,000 valid tender instructions received pursuant to the Tender Offer will be accepted for purchase by the Issuer. Scaling of tender instructions will be done as per the principles set forth in the Tender Information Document. The Notes repurchased will be retained by the Company and will not be cancelled.
The purchase price payable per Note is as set out below, 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):
Description of the Notes / ISIN / Offered Tendered Amount / Accepted Tender Amount / Outstanding Amount / Purchase Price
2016/2021 senior unsecured floating rate notes / SE0008186886 / SEK 659,000,000 / SEK 500,000,000/ SEK 1,000,000,000/ 104.00%
Settlement of the Tender Offer will occur on 11 October 2018. Settlement of the transactions pursuant to the Tender Offer will occur as a secondary trade via DNB Markets a part of DNB Bank ASA, Sweden Branch and Nordea Bank Abp, filial i Sverige (the “Joint Bookrunners” and 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.
CONTACT INFORMATION
Joint Bookrunners and Dealer Managers
| DNB Markets a part of DNB Bank ASA, Sweden Branch Email: | Nordea Bank Abp, filial i Sverige Email: |
For further information, please contact the Issuer at:
Kristina Franzén, CFO, +46 (0)10-497 73 40,
Gothenburg, 4 October 2018
Bilia AB (publ)
This is information that Bilia AB (publ) is obliged to make public pursuant to the EU Market Abuse Regulation and the Swedish securities act (2007:528). The information was submitted for publication, through the agency of the contact persons set out above, on 4 October 2018, at 16:15 p.m. CET.
IMPORTANT INFORMATION
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, the United Kingdom, France and Italy) 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.
Attachment
