Sampo starts any-and-all tender offer for notes due 2023, 2025

Chicago, June 17 – Sampo plc started an any-and-all tender offer for two series of euro-denominated notes on Thursday, according to a notice.

The company is also seeking noteholders’ approval of an extraordinary resolution to allow the company to redeem early any notes that are still outstanding after the tender offer is completed.

The company is offering to buy notes from the following two series:

• €521,552,000 outstanding of an original €750 million issue of 1% notes due 2023 to be priced with a negative 0.65% purchase yield; and

• €372,839,000 outstanding of an original €500 million issue of 1.25% notes due 2025 to be priced with a negative 0.6% purchase yield.

Using a settlement date of July 13, the 2023 notes would be repurchased at 103.641 and the 2025 would be repurchased at 106.81.

The make-whole pricing will be determined using the par call dates for each series.

Interest will also be paid on the settlement date.

Tenders are due by noon ET on July 1.

Tenders will not be subject to proration.

Noteholders who tender their notes but attend or appoint a proxy for the meetings detailed below will not be eligible to receive the relevant purchase price or accrued interest payment.

Meetings

The company is also inviting noteholders to approve modifications to the terms of the notes of the relevant series to allow the issuer an early redemption of the notes on July 14.

Pricing for the early redemptions will use a negative 0.4% purchase yield for the 2023 notes, and a yield to maturity, and for the 2025 notes a negative 0.275% purchase yield, and a yield to the first optional call date.

A meeting will be held for noteholders on July 9.

Noteholders who do not wish to tender their notes may be eligible for an early consent fee.

The early consent fee is calculated by taking the tender purchase price minus the early redemption amount.

The early consent is to be determined, but based on a settlement date of July 13 for the tender offers and an early redemption date of July 14, the consent fee would be 0.568% for the 2023 notes and 1.243% for the 2025 notes.

To receive an early consent fee, noteholders must deliver a valid voting instruction in favor of the extraordinary resolution to the tender and information agent by noon ET on July 1.

A quorum of noteholders representing at least 75% of the notes outstanding is necessary for the relevant extraordinary resolution. A majority of at least 75% of the votes must be cast in favor to approve the resolution.

Details

Dealer managers for the offers or the proposals are Barclays (eu.lm@barclays.com) and Nordea Bank Abp (+45 61 61 29 96, NordeaLiabilityManagement@nordea.com).

The tender and information agent is Lucid Issuer Services Ltd. (+44 20 7704 0880, sampo@lucid-is.com).

Sampo is an insurance company based in Helsinki, Finland.

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