European Energy A / S final results of the takeover bid

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NOT FOR DISTRIBUTION, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES, AUSTRALIA, JAPAN, CANADA, NEW ZEALAND, SOUTH AFRICA, HONG KONG, SWITZERLAND, SINGAPORE OR ANY OTHER JURIDICTION SUCH DISTRIBUTION, PUBLICATION OR DISTRIBUTION WOULD BE ILLEGAL OR REQUIRE REGISTRATION OR OTHER ACTION. THIS COMPANY ADVERTISEMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR PURCHASE THE SECURITIES DESCRIBED HERE.
Company announcement
Company announcement no. 15/2021 (09.01.21)
European Energy A / S announces final tender results for certain outstanding euro bonds and the price of new euro bonds
European Energy A / S (the “Company”) today announces the final results of its invitation dated August 27, 2021 to the holders of its outstanding bonds described below (the “Existing Bonds”) to tender their existing bonds to the Company’s purchase for cash (the “Takeover Bid”).
The Tender Offer was made under the terms and subject to the conditions set out in an information document on the call for tenders dated August 27, 2021 (the “Information Document on the Call for Tenders). ‘offers’), available on the Company’s website (www.europeanenergy.com).
At the expiration of the Public Offer at 12:00 noon CEST on September 1, 2021, valid purchase instructions for the Existing Bonds with a total nominal amount of 160,100,000 EUR have been received within the framework of the Public Offer. Details of the bid amount are shown below. The Company hereby announces that all valid purchase instructions received in connection with the Offer to Purchase will be accepted for purchase by the Company, subject to the fulfillment of the New Funding Conditions (as defined in the Document Information on the Invitation to Tender). As announced in the announcement of the company no. 14/2021 the Company has exercised its right to carry out a voluntary early redemption of the Existing Bonds which are not tendered to the Public Offer, subject to the fulfillment of the New Financing Conditions (as defined in the above-mentioned announcement) .
The Company further announces that a total nominal amount of new senior unsecured green bonds of EUR 300,000,000 with a maturity of 4 years has been successfully valued (the “New Green Bonds”). The interest rate for the New Green Bonds is EURIBOR 3 months (zero floor) plus a margin of 3.75%. The net proceeds of the New Green Bonds will be used for the financing or refinancing of eligible projects in accordance with the Company’s Green Financing Framework, including for the payment of the purchase price payable for the Existing Bonds tendered to the Public Offer and the reimbursement of the Existing Bonds which are not tendered to the Tender Offer.
The purchase price payable for the Existing Bonds is as set out below, in addition to which the Company will pay an amount equal to any accrued and unpaid interest on the relevant Existing Bonds (in accordance with the applicable terms and conditions of the Existing Bonds):
Description of Existing Bonds / ISIN / Outstanding / Amount Offered / Amount Accepted / Purchase Price
Senior green variable rate redeemable bonds / DK0030448238 / 200,000,000 EUR / 160 100,000 EUR / 160 100,000 EUR / 102.68%
Settlement of the Tender Offer and the New Green Bonds should take place on September 16, 2021.
The settlement of transactions within the framework of the takeover bid will be in the form of secondary transactions via Danske Bank A / S, DNB Bank ASA, Sweden Branch or Nordea Bank Abp (each a “Dealer Manager”), depending on the case. All bidding bondholders should immediately coordinate transaction bookings with their local sales representative.
Dealer managers
Danske Bank A / S: +45 3364 8851, [email protected]
DNB Bank ASA, Swedish branch: +47 46907424, [email protected]
Nordea Bank Abp: +45 6161 2996, [email protected]
For more information, please contact: European Energy A / S:
Email: [email protected]
https://europeanenergy.com/fr/investisseur
Confidential
Important regulatory notice
This company announcement is for informational purposes only and does not constitute an offer to sell or buy any securities. Existing Bonds and New Green Bonds may not be sold in the United States unless they are registered under the US Securities Act of 1933, as amended (the “Securities Act”) or are exempt from registration. The Existing Bonds and New Green Bonds described in this Company Announcement have not been and will not be registered under the Securities Law, and therefore any offer or sale of such Existing Bonds and New Bonds. Green Bonds can only be made in a non-registration transaction. Securities Act requirements. It may be illegal to distribute this Company Ad in some jurisdictions. This company announcement is not intended for distribution, directly or indirectly, in the United States, Australia, Japan, Canada, New Zealand, South Africa, Hong Kong, Switzerland, Singapore or any other jurisdiction where such distribution would be illegal or require registration. or any other measure.
This company announcement has been made in accordance with Regulation (EU) No. 596/2014 on Market Abuse (the “Market Abuse Regulation”) and contains information which, prior to its disclosure, may have constituted information privileged under the Market Abuse Regulation.


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