Finnair announces the results of the voluntary cash tender offer of its hybrid bonds issued in 2012

Finnair Plc               Stock Exchange Release                     8 October 2015 at 16:45 EET

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, TO ANY U.S. PERSON (AS DEFINED IN REGULATION S UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED) OR IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, HONG KONG, SOUTH AFRICA, SINGAPORE AND JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.

This notice must be read in conjunction with the tender offer memorandum dated 28 September 2015 (the “Tender Offer Memorandum”), which was prepared in relation to the voluntary cash tender offer (the “Tender Offer”). Terms defined in the Tender Offer Memorandum will have the same meaning where used in this notice unless otherwise provided.

Finnair Plc announces the results of the Tender Offer for its EUR 120 million hybrid bonds (ISIN: FI4000049952) issued on 26 November 2012 (the “2012 Hybrid Bonds”). A total nominal value of EUR 81.7 million of 2012 Hybrid Bonds was validly tendered in the Tender Offer and accepted for purchase by Finnair (the Final Acceptance Amount), and Finnair expects to complete the Tender Offer as set out below.

The Purchase Price of the Tender Offer is EUR 106,750 per each EUR 100,000 nominal amount of the 2012 Hybrid Bond plus Accrued Interest from (and including) the most recent interest payment date until (but excluding) the Settlement Date of the Tender Offer expected to fall on 13 October 2015, in which case Accrued Interest would amount to EUR 3,377.43 per each EUR 100,000 nominal amount of the 2012 Hybrid Bond. The tender consideration will be paid by Finnair in cash.

The EUR 81.7 million aggregate nominal amount of 2012 Hybrid Bonds purchased by Finnair pursuant to the Tender Offer will be cancelled and will not be reissued or resold.

Finnair has appointed Danske Bank Oyj as Tender Agent and each of Danske Bank A/S and Morgan Stanley & Co. International plc as Dealer Managers in connection with the Tender Offer.

Further information:
Financial Communications Manager Ilkka Korhonen, tel. +358 9 818 4705, ilkka.korhonen@finnair.com

Distribution:

NASDAQ OMX Helsinki

Principal media

Disclaimer

This release is for informational purposes only and is not to be construed as an offer to purchase or sell or a solicitation of an offer to purchase or sell with respect to any securities of Finnair. The distribution of this release and the related material concerning the Tender Offer are prohibited by law in certain countries. Persons into whose possession this release and any such material may come are required to inform themselves about and comply with such restrictions. This release and any such material may not be distributed or published in any country or jurisdiction if to do so would constitute a violation of the relevant laws of such jurisdiction or would require actions under the laws of a state or jurisdiction other than Finland, including the United States, Australia, Canada, Hong Kong, South Africa, Singapore and Japan. No invitation to tender any 2012 Hybrid Bonds is being made pursuant to this release and the information contained in this release shall not constitute an offer to sell or tender, or a solicitation of an offer to buy or sell any of Finnair’s securities to any persons in any jurisdiction in which such offer, solicitation or sale or tender would be unlawful. None of Finnair, the Dealer Managers, the Tender Agent or their respective representatives assume any legal responsibility for such violations, regardless of whether persons contemplating investing in or divesting Finnair’s securities are aware of these restrictions or not. Please refer to the Tender Offer Memorandum for a full description of such restrictions.

Finnair is a network airline specialising in passenger and cargo traffic between Asia and Europe. Helsinki’s geographical location gives Finnair a competitive advantage, since the fastest connections between many European destinations and Asian megacities fly over Finland. Finnair’s vision is to offer its passengers a unique Nordic experience, and its mission is to offer the smoothest, fastest connections in the northern hemisphere via Helsinki and the best network to the world from its home markets. Finnair is the only Nordic carrier with a 4-star Skytrax ranking and a member of the oneworld alliance. In 2014, Finnair’s revenues amounted to EUR 2,400 million and it had a personnel of almost 4,500 at the year-end. Finnair Plc’s shares are quoted on Nasdaq Helsinki.