Samhallsbyggnadsbolaget i Norden starts tender offer for 10 securities

By Marisa Wong

Los Angeles, March 18 – Samhallsbyggnadsbolaget i Norden AB (publ), as offeror, is inviting holders of the outstanding securities from 10 series to tender their securities for purchase for cash, up to an aggregate principal amount such that the aggregate purchase consideration does not exceed €250 million, according to a notice on Monday.

Purchase prices will be determined under a separate unmodified Dutch auction for each of the following series of securities (issued by the offeror unless otherwise noted):

• €500 million subordinated fixed to reset rate undated capital securities (ISIN: XS2010032618) with €453.88 million outstanding, a current coupon of 2.624% and first call date of Jan. 30, 2025, subject to a minimum purchase price of 18;

• €500 million subordinated fixed to reset rate undated capital securities (ISIN: XS2272358024) with €456,896,000 outstanding, a current coupon of 2.625%, a first call date of Dec. 14, 2025, subject to a minimum purchase price of 18;

• €500 million subordinated fixed to reset rate undated capital securities (ISIN: XS2010028186) with €439,306,000 outstanding, a current coupon of 2.875%, a first call date of Oct. 30, 2026, subject to a minimum purchase price of 18;

• €550 million 1.75% notes due Jan. 14, 2025 (ISIN: XS1993969515) with €407,291,000 outstanding, a current coupon of 3% (inclusive of 125 basis points coupon step-up), a first call date of Oct. 14, 2024, subject to a minimum purchase price of 92.625;

• €5 million outstanding 4.5% notes due March 10, 2025 (ISIN: XS2597112155), subject to a minimum purchase price of 92.625;

• €500 million outstanding 1.125% notes due Sept. 4, 2026 (ISIN: XS2049823680) with a current coupon of 2.375% (inclusive of 125 bps coupon step-up) and a first call date of June 4, 2026, subject to a minimum purchase price of 77.25;

• €750 million outstanding 1% notes due Aug. 12, 2027 (ISIN: XS2114871945) with a current coupon of 2.25% (inclusive of 125 bps coupon step-up) and a first call date of May 12, 2027, subject to a minimum purchase price of 67.25;

• €700 million outstanding 0.75% social bonds due Dec. 14, 2028 (ISIN: XS2271332285), issued by SBB Treasury Oyj and guaranteed by the offeror, with a first call date of Sept. 14, 2028, subject to a minimum purchase price of 58.75;

• €950 million outstanding 1.125% social bonds due Nov. 26, 2029 (ISIN: XS2346224806), issued by SBB Treasury and guaranteed by the offeror, with a first call date of Aug. 26, 2029, subject to a minimum purchase price of 57.25;

• €50 million outstanding 2.75% notes due April 3, 2040 (ISIN: XS2151934978) with a current coupon of 3% and a first call date of Jan. 3, 2040, subject to a minimum purchase price of 48.875;

The offeror said it reserves the right to purchase securities in an aggregate amount that is more or less than the maximum acceptance amount and will determine the amount of securities of each series that it elects to purchase at its discretion.

In addition to the purchase price, the offeror will pay accrued interest.

The offeror will accept for purchase all securities tendered under non-competitive tender instructions – tenders that do not specify an offer price or that specify an offer price at or below the minimum purchase price – if it accepts any securities tendered under competitive tender instructions – tenders that specify an offer price above the minimum price.

Tenders may be subject to proration.

Tender instructions are due by noon ET on March 22.

Results will be announced on March 25.

Settlement is slated for March 26.

The offers are subject to some conditions.

J.P. Morgan SE (+44 20 7134 2468; liability_management_EMEA@jpmorgan.com) is acting as dealer manager for the offers.

Kroll Issuer Services Ltd. (+44 20 7704 0880; attn.: Alessandro Zorza; sbbnorden@is.kroll.com; https://deals.is.kroll.com/sbbnorden) is acting as tender agent.

The Stockholm-based real estate company said the purpose of the offers is, among other things, to proactively manage its balance sheet. Simultaneously, the offers will enable the company to manage its overall wholesale funding level and better optimize its future interest expense.

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