Disclosure of an inside information pursuant to Article 17 of the Regulation (EU) No 596/2014
NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE IN OR WITHIN THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, JAPAN OR ANY OTHER COUNTRY IN WHICH SUCH PUBLICATION, DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS PUBLICATION.
Mutares considers the issuance of a new senior secured bond with an issue size of up to EUR 175 million as well as the redemption of its existing EUR 80 million senior secured bond
Munich, 7 June 2022 – The Management Board of Mutares Management SE, the general partner of Mutares SE & Co KGaA (ISIN: DE000A2NB650) (“Mutares“), resolved today to consider the possibility of placing a senior secured corporate bond (“New Bond“) in the amount of up to EUR 175 million (“Transaction“). Mutares has mandated Pareto Securities AS (“Manager“) as advisor and broker for the Transaction and has mandated it for a possible solicitation of institutional investors as well as the holders of its existing senior secured bonds initially issued on 14 February 2020 with a total nominal volume of EUR 80 million due 2024 (ISIN: NO0010872864, WKN: A254QY) (“2020/2024 Bonds“) and to prepare other documentation required for the Transaction together with selected legal advisors.
The net proceeds raised from the issuance of the New Bonds are expected to be utilized for (i) the redemption of the 2020/2024 Bonds, (ii) to finance further corporate acquisitions and (iii) for general corporate purposes.
The bondholders under the 2020/2024 Bonds (“Existing Bondholders“) will be offered to exchange their existing 2020/2024 Bonds for New Bonds issued subject to the terms of the Transaction and, if and to the extent they accept such offer, will instead of the call premium receive a roll-over fee (equal to the call premium) at the issue date of the New Bonds. The Existing Bondholders are recommended to contact the Manager for further information and in case of questions under the following contact details:
Pareto Securities AS, Frankfurt Branch
Gräfstraße 97, 60487 Frankfurt am Main, Germany
Telephone: +49 69 58 99 72 26
Email: [email protected]
As the 2020/2024 Bond, the New Bond shall be included in the regulated unofficial market (Freiverkehr) of the Frankfurt Stock Exchange. In addition, Mutares will apply for admission of the New Bonds to trading on the regulated market (Regulierter Markt) of the Frankfurt Stock Exchange (Frankfurter Wertpapierbörse) within six (6) months after issuance of the New Bonds.
The final decision on the Transaction will be made by Mutares depending on market conditions. Mutares will inform the capital market and the public about the progress of the Transaction in accordance with legal requirements.
This publication does neither constitute an offer to sell nor a solicitation of an offer to buy any securities of the Company or financial analysis or advice or recommendation relating to financial instruments. This publication may not be published, distributed or released in the United States of America (“United States“), Canada, Australia or Japan or in any jurisdiction in which such offer or solicitation would be unlawful or restricted by law.
In the member states of the European Economic Area, this publication is only addressed to persons who are “qualified investors” within the meaning of Article 2(e) of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market (“Prospectus Regulation“).
This publication may only be distributed in the United Kingdom and is only directed at persons who are “qualified investors” within the meaning of Article 2(e) of the Prospectus Regulation as that Regulation forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018 and who are also (i) professional investors within the meaning of Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended from time to time (“Order“), or (ii) are high net worth companies falling within Article 49(2)(a) to (d) of the Order or other persons to whom it may otherwise lawfully be communicated (all such persons together being referred to as “relevant persons”). Any securities will only be available to relevant persons and any invitation, offer or agreement to subscribe, purchase or otherwise acquire securities will only be made to relevant persons. Any person who is not a relevant person must not act or rely on these materials or their contents.
This publication and the information contained herein are not for distribution in or into the United States of America. This publication does not constitute an offer to sell, or a solicitation of an offer to purchase, any securities in the United States. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (“Securities Act“). The securities may not be offered or sold in the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. There is no intention to register any securities referred to herein in the United States or to make a public offering of the securities in the United States.
Certain statements in this publication are forward-looking statements. By their nature, forward-looking statements involve a number of risks, uncertainties and assumptions that could cause actual results or events to differ materially from those expressed or implied by the forward-looking statements. These risks, uncertainties and assumptions could adversely affect the outcome and financial consequences of the plans and events described herein. No one assumes any obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. You should not place any undue reliance on forward-looking statements which speak only as of the date of this publication.
For more information, please contact:
Mutares SE & Co. KGaA
Phone +49 89 9292 7760
Email: [email protected]
CROSS ALLIANCE communication GmbH
Phone +49 89 1250 90330
Email: [email protected]