25.11.2021,
7093 Zeichen
Disclosed inside information pursuant to article 17 Market Abuse Regulation
(MAR) transmitted by euro adhoc with the aim of a Europe-wide distribution.
The issuer is responsible for the content of this announcement.
Financing/tender offer and new notes issuance/intent
25.11.2021
Vienna - THE INFORMATION CONTAINED HEREIN IS NOT INTENDED FOR PUBLICATION OR
DISTRIBUTION TO OR WITHIN THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA OR
JAPAN.
The management board and the supervisory board of UNIQA Insurance Group AG
("UNIQA" or the "Company") resolved today to invite holders of its (a) EUR
350,000,000 Subordinated Fixed to Floating Rate Bonds with scheduled maturity in
2043 and a first issuer call date on 31 July 2023, ISIN XS0808635436 (the "2023
Notes"), and (b) EUR 500,000,000 Subordinated Fixed to Floating Rate Bonds with
scheduled maturity in 2046 and a first issuer call date on 27 July 2026, ISIN
XS1117293107 (the "2026 Notes"; together with the 2023 Notes the "Notes" and
each a "Series"), to tender their Notes for repurchase by the Company (the
"Tender Offer" or the "Repurchase").
The Repurchase will be (i) in an aggregate maximum principal amount of EUR
300,000,000, or such other amount as the Company may determine in its sole
discretion (the "Maximum Tender Amount"), (ii) at (a) a yield of -0.05 % for the
2023 Notes and (b) an offer spread of +80 bps plus the 2026 Notes Interpolated
Mid-Swap Rate for the 2026 Notes (as defined in the tender offer memorandum
dated 25 November 2021 prepared by the Company (the "Tender Offer Memorandum")),
and, in each case, (c) plus accrued interest. The details will be set out in the
Tender Offer Memorandum and if offers are received in respect of an aggregate
principal amount of Notes greater than the Maximum Tender Amount, a reduction
per series will be applied.
The Repurchase will be conditional upon successful placement of newly issued
subordinated (Tier 2) fixed to floating rate notes with a minimum denomination
of EUR 100,000 (the "New Notes") in the same principal amount as Notes
repurchased.
Investors may tender 2023 and/or 2026 Notes starting today, 25 November 2021,
until expiration on 1 December 2021 (unless the Tender Offer is extended,
terminated early or withdrawn at the sole discretion of the Company).
Preliminary results of the Tender Offer are expected to be announced on or
around 2 December 2021. Final results of the Tender Offer are expected to be
announced as soon as practicable after the later of 2 December 2021 or the date
of the pricing of the New Notes. Settlement of the Repurchase is expected to
take place on the later of 10 December 2021 or the business day following the
settlement of the New Notes.
The Tender Offer will be made exclusively on the basis of, and subject to the
terms and conditions of, the Tender Offer Memorandum which will be available on
request from Lucid Issuer Services Limited (+44 20 7704 0880 / uniqa@lucid-
is.com [uniqa@lucid-is.com]) in its capacity as tender agent as from today.
UNIQA expects in case of a Repurchase an increase of its financing costs due to
the Repurchase being made at a premium above par value, as the premium paid will
be fully accounted for in the financial year 2021. Nonetheless UNIQA's current
guidance for the financial year 2021 remains unchanged.
Issuance and placement of the New Notes, which is subject to market conditions,
is intended to be launched on or about 2 December 2021 and will be exclusively
directed at institutional investors in Austria and abroad. Investors in the
Notes may receive priority allocation in the offering of the New Notes (subject
to the terms and conditions of the Tender Offer Memorandum). To receive a
priority allocation of New Notes, an investor should contact a Dealer Manager to
register its interest and to obtain its unique reference number ("Allocation
Code"). An application for admission of the New Notes to trading on the Official
Market (Amtlicher Handel) of the Vienna Stock Exchange is intended, subject to
approval of a listing prospectus.
UNIQA intends to arrange for an amount equal to the net proceeds of the New
Notes to be used to finance and/or refinance as soon as practically possible,
and no later than the maturity of the New Notes, in whole or in part, eligible
assets in accordance with the UNIQA Green Bond Framework.
J.P. Morgan AG and Raiffeisen Bank International AG have been mandated as dealer
managers, and Lucid Issuer Services Limited has been mandated as tender agent
for the Tender Offer.
J.P. Morgan AG and Raiffeisen Bank International AG have been mandated as Joint
Bookrunners for the New Notes.
Legal notice/disclaimer:
This communication is a mandatory notification under Article 17 of Regulation
(EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014
on market abuse (Market Abuse Regulation).
This communication is for information purposes only and does not constitute an
offer to sell or an offer or solicitation to buy or subscribe to securities, nor
does it constitute financial analysis or advice or a recommendation relating to
financial instruments. The securities have not been and will not be registered
under foreign securities laws, in particular not under the U.S. Securities Act
of 1933, as amended ("Securities Act") and may not be offered or sold, in
particular in the United States of America ("USA"), without registration or
exemption from the registration requirements under the Securities Act.
This communication is not intended for distribution in or within the USA,
Australia, Canada or Japan or any other country where such distribution or
dissemination would be unlawful and may not be distributed or forwarded to
publications with a general circulation in the USA. There will be no public
offering of securities in the USA.
This communication does not constitute and shall not, in any circumstances,
constitute a public offering nor an invitation to the public in connection with
any offer within the meaning of the European Prospectus Regulation (EU) 2017/
1129 (the "Prospectus Regulation"). The offer and sale of the New Notes will be
made pursuant to an exemption under the Prospectus Regulation from the
requirement to produce a prospectus for offers of securities.
A listing prospectus will exclusively be prepared for the purpose of admitting
the New Notes to trading on the Official Market of the Vienna Stock Exchange.
Once approved by the Austrian Financial Markets Authority, the listing
prospectus will be available for download free of charge in electronic form from
the issuer's website at
https://www.uniqagroup.com/gruppe/versicherung/investor-
relations/Anleihen.en.html. [
https://www.uniqagroup.com/gruppe/versicherung/
investor-relations/Anleihen.en.html]
end of announcement euro adhoc
issuer: UNIQA Insurance Group AG
Untere Donaustraße 21
A-1029 Wien
phone: 01/211 75-0
FAX:
mail: investor.relations@uniqa.at
WWW:
http://www.uniqagroup.com
ISIN: AT0000821103
indexes: ATX, WBI
stockmarkets: Wien
language: English
Digital press kit:
http://www.ots.at/pressemappe/220/aom
BSN Podcasts
Christian Drastil: Wiener Börse Plausch
Börsepeople im Podcast S12/18: Ursula Ressl
Uniqa
Akt. Indikation: 8.27 / 8.29
Uhrzeit: 10:50:13
Veränderung zu letztem SK: 0.36%
Letzter SK: 8.25 ( -0.24%)
Bildnachweis
1.
Wiener Börse am Uniqa Tower
>> Öffnen auf photaq.com
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