1 oktober 2020 18:15
Offentliga Hus considers issuance of a new senior unsecured bond and announces tender offer and early redemption regarding all of its outstanding senior unsecured bonds 2017/2021
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.
New senior unsecured bonds
Offentliga Hus i Norden AB (publ) (the “Issuer” or “Offentliga Hus”) has mandated Nordea Bank Abp (“Nordea”) and Swedbank AB (publ) (“Swedbank”) as joint bookrunners to arrange investor meetings to investigate the possibility to issue a new SEK senior unsecured bond with an expected volume of SEK 500,000,000 under a framework of SEK 1,000,000,000 and a tenor of 3.5 years (the “New Bonds”). Subject to market conditions, a transaction will follow.
The proceeds from the New Bonds will be applied towards repurchase and redemption in full of the Existing Bonds (as defined below) and general corporate purposes.
Tender offer and voluntary early redemption
In connection with the issue of the New Bonds, Offentliga Hus is offering holders of the Issuer’s outstanding senior unsecured floating rate bonds 2017/2021 with an outstanding nominal amount of SEK 700,000,000 and ISIN SE0010023259 (the “Existing Bonds”) to tender any and all of the Bonds for purchase by the Issuer for cash (the “Tender Offer”) and concurrently gives conditional notice of voluntary early redemption of all Existing Bonds which are not repurchased in the Tender Offer (the “Early Redemption”) in accordance with the terms and conditions of the Existing Bonds. The Tender Offer and the Early Redemption is conditional upon the successful completion of the issue of the New Bonds.
In the Tender Offer, the Issuer offers to repurchase Existing Bonds at a price of 103.91% of the nominal amount together with accrued but unpaid interest, subject to the terms and conditions described in a tender information document dated 1 October 2020. The tender information document has been made available on Offentliga Hus’ website www.offentligahus.se/obligationslan/.
The Tender Offer expires at 12:00 CEST on 6 October 2020, unless extended, re-opened, withdrawn or terminated at the sole discretion of the Issuer. Settlement of the Tender Offer is expected to occur on or about 12 October 2020.
The early redemption date of the Early Redemption will be 3 November 2020 (the “Redemption Date”), provided that the issue of the New Bonds is completed before the record date for the Early Redemption, being 27 October 2020 (the “Record Date”).
In accordance with Clause 9.3 (Voluntary total redemption (call option)) of the terms and conditions of the Existing Bonds, the Existing Bonds redeemed in the Early Redemption will be redeemed at a price per bond of 103.50 per cent. of the nominal amount (i.e. SEK 1,035,000 per Existing Bond) together with accrued but unpaid interest up to and including the Redemption Date. The early redemption amount will be payable to each person who is registered as owner of Existing Bonds in the debt registers maintained by Euroclear Sweden at end of business on the Record Date.
The conditional notice of early redemption has been made available on Offentliga Hus’ website www.offentligahus.se/obligationslan/, which is also sent to directly registered owners and registered authorised nominees (Sw. förvaltare) of the Existing Bonds as of 30 September 2020 in the debt register. The Existing Bonds will be de-listed in connection with the Early Redemption.
The Issuer has appointed Nordea and Swedbank to act as dealer managers, joint bookrunners and tender agents in connection with the New Bonds, the Tender Offer and the Early Redemption. Gernandt & Danielsson has been appointed as legal counsel.
 Of which the Issuer holds SEK 182,000,000.
Attachment: Tender information document
Dealer managers, joint bookrunners and tender agents:
Nordea Bank Abp, +46 720 83 55 05, NordeaLiabilityManagement@nordea.com
Swedbank AB (publ), +46 8 700 90 22, Syndicate@swedbank.se