NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, HONG KONG, JAPAN, NEW ZEALAND, SINGAPORE, SOUTH AFRICA OR SUCH OTHER COUNTRIES OR OTHERWISE IN SUCH CIRCUMSTANCES IN WHICH THE OFFERING OF THE NEW NOTES (AS DEFINED BELOW), THE TENDER OFFER (AS DEFINED BELOW) OR THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.
AHLSTROM-MUNKSJÖ STOCK EXCHANGE RELEASE, JUNE 5, 2017 at 17:15 CEST
Ahlstrom-Munksjö Oyj (the “Company”) announces today the final results of the invitation to the holders of its EUR 100 million 4.125 per cent. notes due September 15, 2019 (ISIN: FI4000108501) (the “2019 Notes”) to tender the 2019 Notes for cash on the terms and conditions set out in the tender offer memorandum dated May 22, 2017 (the “Tender Offer Memorandum”) (the “Tender Offer”).
The aggregate nominal amount of the 2019 Notes validly tendered by the noteholders for purchase pursuant to the Tender Offer was EUR 89,160,000.
The acceptance by the Company of any 2019 Notes for purchase is subject to, without limitation, the pricing of the issue of new notes as announced on May 22, 2017 (the ”New Notes”) (the “New Issue Condition”). The Company announces that the New Issue Condition has been fulfilled and accordingly, pursuant to the terms and conditions of the Tender Offer Memorandum, any and all 2019 Notes validly tendered by the noteholders for purchase will be accepted in full without pro-ration.
The purchase price of the 2019 Notes is EUR 1,032.00 per EUR 1,000.00 in nominal amount of the 2019 Notes. The Company will also pay accrued and unpaid interest on the 2019 Notes accepted for purchase in the Tender Offer.
The settlement date for the Tender Offer is set to June 9, 2017. All 2019 Notes purchased by the Company will be cancelled. The 2019 Notes not tendered pursuant to the Tender Offer will remain outstanding. The Company has announced that it intends to exercise its right to fully redeem the outstanding 2019 Notes on or about September 15, 2017.
Nordea Bank AB (publ) and Skandinaviska Enskilda Banken AB (publ) act as Dealer Managers, and Nordea Bank AB (publ), Finnish Branch acts as Tender Agent for the Tender Offer. Information in respect of the Tender Offer may be obtained from the Dealer Managers.
Nordea Bank AB (publ), +45 6161 2996, firstname.lastname@example.orgemail@example.com
Skandinaviska Enskilda Banken AB (publ), +46 8 506 230 09, SEBLiabilityManagement@seb.se
Nordea Bank AB (publ), Finnish Branch
The information contained herein is not for release, publication or distribution, in whole or in part, directly or indirectly, in or into the United States, Australia, Canada, Hong Kong, Japan, New Zealand, Singapore, South Africa or such other countries or otherwise in such circumstances in which the release, publication or distribution would be unlawful. The information contained herein does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of, the New Notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such jurisdiction.
This communication does not constitute an offer of securities for sale in the United States. The New Notes have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") or under the applicable securities laws of any state of the United States and may not be offered or sold, directly or indirectly, within the United States or to, or for the account or benefit of, U.S. persons except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act.
This communication does not constitute an offer of New Notes to the public in the United Kingdom. No prospectus has been or will be approved in the United Kingdom in respect of the New Notes. Consequently, this communication is directed only at (i) persons who are outside the United Kingdom, (ii) persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"), (iii) high net worth entities falling within Article 49(2) of the Order and (iv) other persons to whom it may lawfully be communicated (all such persons together being referred to as "relevant persons"). In addition, this communication is, in any event only directed at persons who are "qualified investors" pursuant to the Prospectus Directive (2003/71/EC, as amended). Any investment activity to which this communication relates will only be available to, and will only be engaged with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.
For further information, please contact:
Juho Erkheikki, Investor & Media Relations Manager, tel. +358 50 413 45 83, firstname.lastname@example.org
Ahlstrom-Munksjö in brief
Ahlstrom-Munksjö is a global leader in fiber-based materials, supplying innovative and sustainable solutions to customers worldwide. Our offerings include decor paper, filter media, release liners, abrasive backings, nonwovens, electrotechnical paper, glass fiber materials, food packaging and labeling, tape, medical fiber materials and solutions for diagnostics. Combined annual net sales are about EUR 2.15 billion and we employ 6,000 people. The Ahlstrom-Munksjö share is listed on the Nasdaq Helsinki and Stockholm. The company was formed on April 1, 2017 through the merger of Ahlstrom Corporation and Munksjö Oyj. Read more at www.ahlstrom-munksjo.com.