CA Fastigheter contemplates issuance of new senior unsecured green bonds
Announces a conditional tender offer for its outstanding 2021/2024 bonds and gives conditional notice of early redemption
NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS 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 MAY BE RESTRICTED BY LAW
CA Fastigheter Aktiebolag (publ) (“CA Fastigheter”) has mandated Skandinaviska Enskilda Banken AB (publ) as sole bookrunner to arrange a series of fixed income investor meetings starting on 19 March 2024 to explore the possibility of issuing new senior unsecured green bonds in an expected amount of SEK 500 million and with a tenor of three years (the “New Bonds”). A capital market transaction may follow, subject to prevailing market conditions.
The proceeds from the contemplated bond issue will be used to refinance CA Fastigheter’s outstanding senior unsecured green 2021/2024 bonds, with ISIN SE0016127773 (the “Existing Bonds”) with an outstanding volume of SEK 500 million and to finance general corporate purposes. CA Fastigheter will, in connection with the allocation of the New Bonds, consider, among other factors, whether or not the relevant investor seeking an allocation of the New Bonds has participated in the Tender Offer (as defined below), subject to the terms set out in the Tender Information Document (as defined below).
In conjunction with the contemplated issue of the New Bonds, CA Fastigheter has today announced a conditional offer to the holders of the Existing Bonds, to tender their Existing Bonds for purchase by CA Fastigheter for cash at a price of 100.00 per cent of the nominal amount plus accrued and unpaid interest (the “Tender Offer”). The Tender Offer is subject to the terms described in the tender information document dated 14 March 2024 (the ”Tender Information Document”). The Tender Information Document is available on CA Fastigheter’s website via the following link https://www.cafastigheter.se/om-oss#finansiell-info.
The Tender Offer expires at 12:00 CET on 21 March 2024, unless extended, re-opened, withdrawn or terminated at the sole discretion of CA Fastigheter. Settlement of the Tender Offer is expected to occur on or around 28 March 2024. The Tender Offer is in its entirety conditional upon, among other things, a successful issue of the New Bonds and the amount that CA Fastigheter intends to use for repurchases under the Tender Offer will not exceed the proceeds from the New Bonds.
Subject to a successful issuance of the New Bonds, CA Fastigheter further announces that it exercises its right to make a voluntary early redemption of the outstanding Existing Bonds which are not repurchased through the Tender Offer (the “Early Redemption”). The Early Redemption is conditional upon CA Fastigheter receiving the proceeds from the issue of the New Bonds. In the event of such early redemption, the Existing Bonds will be repurchased at a call option price of 100.00 per cent. of the nominal amount plus accrued and unpaid interest. The redemption amount will be paid to each person who is registered as owner of Bonds as of the record date, being 28 March 2024, in the debt register maintained by Euroclear Sweden. In connection with the Early Redemption, the Bonds will be delisted from the corporate bond list of Nasdaq Stockholm. A notice of the Early Redemption will be sent to directly registered owners of the Bonds in the debt register as of 13 March 2024.
Skandinaviska Enskilda Banken AB (publ) act as sole bookrunner in respect of the issuance of the New Bonds and as dealer manager for the Tender Offer. Mannheimer Swartling act as legal advisor.
For further information, please contact:
Andreas von Hedenberg, CEO
+4673-965 58 19, andreas.von.hedenberg@cafastigheter.se
Caroline Menninge, CFO
+4670-534 25 86, caroline.menninge@cafastigheter.se