Samhallsbyggnadsbolaget starts unmodified Dutch auction tender offer

Chicago, Nov. 11 – Samhallsbyggnadsbolaget i Norden AB (SBB) started a tender offer for up to €650 million purchase consideration from hybrid senior secured and senior securities to be conducted as an unmodified Dutch auction, according to an announcement dated Nov. 9.

The total consideration includes a €150 million principal amount cap on the hybrid securities that are part of the offer.

Hybrid securities

SBB is offering to buy from the following three hybrid securities, with the amount purchased from each security determined at the discretion of the issuer:

• €500 million subordinated fixed to reset rate undated capital securities (ISIN: XS2010032618) with a current coupon of 2.625% and a first optional redemption date on Jan. 30, 2025 for a minimum purchase price of 35.25;

• €500 million subordinated fixed-to-reset rate undated capital securities (ISIN: XS2272358024) with a current coupon of 2.625% and a first optional redemption date of Dec. 14, 2025 for a minimum purchase price of 35.25; and

• €500 million subordinated fixed-to-reset rate undated capital securities (ISIN: XS2010028186) with a current coupon of 2.875% and a first optional redemption date of Oct. 30, 2026 for a minimum purchase price of 30.5.

Senior securities

The company’s senior securities included in the offer are the following:

• SEK 1 billion outstanding floating-rate bonds due February 2023 (ISIN: XS2066041661) with a current coupon at Stibor plus 101 basis points and a minimum purchase price of 99;

• NOK 400 million outstanding floating-rate bonds due February 2023 (ISIN: XS2124186508) with a current coupon of Nibor plus 72 bps for a minimum purchase price of 99;

• SEK 950 million of an original SEK 975 million 1.072% notes due May 11, 2023 (ISIN: XS2078737306) with a minimum purchase price of 97;

• SEK 125 million outstanding of an original SEK 200 million floating-rate notes due May 2023 (ISIN: XS2000538699) with a current coupon of Stibor plus 140 bps with a minimum purchase price of 98;

• NOK 200 million outstanding floating-rate notes due July 2023 (ISIN: XS2203994517) with a current coupon of Nibor plus 150 bps and a minimum purchase price of 97.25;

• SEK 980 million outstanding of an original SEK 1 billion senior floating-rate social bonds due July 2023 (ISIN: XS2290558282) with a current coupon of Stibor plus 80 bps and a minimum purchase price of 96.5;

• SEK 720 million outstanding of an original SEK 800 million outstanding floating-rate green bonds due September 2023 (ISIN: XS2050862262) with a current coupon of Stibor plus 115 bps and a minimum purchase price of 95.75;

• €700 million outstanding callable social floating-rate notes due Feb. 8, 2024 issued by SBB Treasury Oyj (ISIN: XS2438632874) with a current coupon of Euribor plus 55 bps for a minimum purchase price of 84;

• NOK 1 billion outstanding 3.12% notes due 2024 (ISIN: XS2085870728) for a minimum purchase price of 84;

• €526 million outstanding of an original €550 million 1.75% notes due Jan. 14, 2025 (ISIN: XS1993969515) with a minimum purchase price of 80.5;

• SEK 741 million outstanding of an original SEK 1.1 billion floating-rate notes due January 2025 (ISIN: XS1997252975) with a current coupon of Stibor plus 190 bps and a minimum purchase price of 88;

• SEK 260 million outstanding senior floating-rate social notes due April 2025 (ISIN: XS2461738770) with a current coupon of Stibor plus 160 bps and a minimum purchase price of 85.5;

• NOK 800 million outstanding floating-rate bonds due June 2025 (ISIN: XS2194790429) with a current coupon of Nibor plus 199 bps and a minimum purchase price of 86;

• NOK 700 million outstanding floating-rate bonds due August 2025 (ISIN: XS2223676201) with a current coupon of Nibor plus 165 bps and a minimum purchase price of 83.25; and

• SEK 200 million outstanding senior floating-rate social bonds due December 2025 (ISIN: XS2275409824) with a current coupon of Stibor plus 117 bps and a minimum purchase price of 80.

Details

SBB will pay to tendering noteholders, if accepted, the price they specified. Interest will also be paid to the settlement date.

Tenders may be submitted either as competitive offers or non-competitive offers at the minimum purchase price.

Tenders may be prorated.

Tenders are due by 11 a.m. ET on Nov. 16.

Settlement is expected for Nov. 23.

Citigroup Global Markets Ltd. (+44 20 7986 8969, liabilitymanagement.europe@citi.com) and J.P. Morgan SE (+44 20 7134 2468, liability_management_EMEA@jpmorgan.com) are the dealer managers.

Kroll Issuer Services Ltd. is the tender agent (+44 20 7704 0880, sbbnorden@is.kroll.com, https://deals.is.kroll.com/sbnorden).

The purpose of the offer is for the issuer to proactively manage its balance sheet.

Samhallsbyggnadsbolaget i Norden AB is a real estate company based in Stockholm.

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