Ahlstrom-Munksjö Oyj redeems the EUR 100 million hybrid bond
AHLSTROM-MUNKSJÖ OYJ, STOCK EXCHANGE RELEASE 3 April 2017 at 08:00 CEST
Helsinki, Finland
Ahlstrom-Munksjö Oyj redeems the EUR 100 million hybrid bond
Ahlstrom-Munksjö will redeem the EUR 100 million capital notes (ISIN: FI4000068911) (hybrid bond) originally issued by Ahlstrom Corporation on 2 October 2013 and transferred to Ahlstrom-Munksjö in the merger between Ahlstrom Corporation and Munksjö Oyj. The redemption will be made on 3 May 2017 in accordance with the terms and conditions of the hybrid bond. The holders of the hybrid bond are not required to take any action in respect to the redemption.
The notice of redemption to the calculation agent and the holders of the hybrid bond is attached hereto.
Ahlstrom-Munksjö Oyj
For further information, please contact
Anna Selberg, SVP Communications, tel. +46 703 23 10 32
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 2.2 billion and we employ 6,200 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.
Annex 1:
From: Ahlstrom-Munksjö Oyj (the “Issuer”)
To: Holders of the Capital Notes; and
Nordea Bank AB (publ), Finnish Branch (formerly Nordea Bank Finland Plc) in its capacity as Calculation Agent
Dated: 3 April 2017
Dear Sirs/Madams,
Ahlstrom-Munksjö Oyj (formerly Ahlstrom Corporation) – Terms and Conditions of
EUR 100,000,000 Capital Notes (ISIN: FI4000068911) (the “Terms and Conditions”)
This notice (this “Notice”) is addressed to the Calculation Agent and the Holders under the Terms and Conditions.
Save as otherwise defined in this Notice, words and expressions defined in the Terms and Conditions shall have the same meanings when used in this Notice and references to a “Clause” or “Clauses” in this Notice are references to that clause or those clauses in the Terms and Conditions.
1. Background
a) Pursuant to a combination agreement entered into by and between Ahlstrom Corporation (“Ahlstrom”) and Munksjö Oyj (“Munksjö”) on 7 November 2016, Munksjö and Ahlstrom have combined their business operations by way of a statutory absorption merger (the “Merger”) in such a manner that all assets and liabilities of Ahlstrom were transferred to Munksjö without liquidation procedure on 1 April 2017, the date the Merger became effective.
b) The Merger constitutes a Corporate Restructuring Event as defined under the Terms and Conditions.
2. Redemption of the Capital Notes
We refer to Clause 7.2 (Redemption due to a Tax Event, an Accounting Event, Replacing Capital Event or a Corporate Restructuring Event) and hereby notify the Calculation Agent and the Holders that we will redeem the Capital Notes in whole on 3 May 2017 at an amount equal to the greater of (i) the principal amount and (ii) the Make Whole Amount (as determined by the Calculation Agent), together, in each case, with any Accrued Interest.
3. Other provisions
The provisions of Clauses 19.2 and 19.3 shall be deemed to be incorporated in this Notice mutatis mutandis as if fully set forth herein, save that references to “these Terms and Conditions” shall be construed as references to “this Notice”.
Yours faithfully,
For and on behalf of
Ahlstrom-Munksjö Oyj
as Issuer
By: /S/ JAN ÅSTRÖM
Name: Jan Åström
Title: Authorised Signatory