REG - Metlen Energy&Metals - Successful pricing of €600 million Senior Notes

Metlen Energy & MetalsAnnouncement

19/11/2025 16:45

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RNS Number : 2387I  Metlen Energy & Metals PLC  19 November 2025

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR
INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN

 

FOR IMMEDIATE RELEASE

19 November 2025

 

METLEN ENERGY & METALS PLC

&

METLEN ENERGY & METALS SINGLE-MEMBER S.A.

Successful pricing of Metlen Energy & Metals Single-Member S.A.'s offering
of

€600 million Senior Notes due 2031

Metlen Energy & Metals PLC (Ticker: MTLN:LN and MTLN:ATH) and Metlen
Energy & Metals Single-Member S.A. (the "Company"), a leading global
industrial and energy company rated BB+ (Stable) / BB+ (Stable) (S/F),
announce the successful pricing on 19 November 2025 of the Company's offering
(the "Offering") of €600.0 million aggregate principal amount of 3.875%
senior notes due 2031 (the "Notes"), at an issuance price of 100%. The Notes
will be guaranteed on a senior basis by Metlen Energy & Metals PLC. This
€600.0 million Offering represents a €100.0 million increase from the
originally proposed €500.0 million Offering announced on Monday, 17 November
2025.

The Company intends to use the proceeds from the Notes to repay certain
existing indebtedness, for general corporate purposes and to pay fees and
expenses in connection with the Offering. The Notes will be distributed in
Regulation S format. The Offering of the Notes is scheduled to settle on 26
November 2025, subject to satisfaction of customary closing conditions.

BNP Paribas, Citigroup Global Markets Europe AG, HSBC Continental Europe and
Morgan Stanley Europe SE are acting as Joint Global Coordinators, and Alpha
Bank S.A., BofA Securities Europe SA, Barclays Bank Ireland PLC, Eurobank
S.A., Goldman Sachs Bank Europe SE, Intesa Sanpaolo S.p.A., J.P. Morgan SE,
National Bank of Greece S.A., Optima bank S.A., PIRAEUS BANK S.A. and
Société Générale are acting as Joint Bookrunners in connection with the
Offering.

DISCLAIMER

NOTE: This announcement is published in accordance with the applicable
provisions of, amongst others, Regulation (EU) No 596/2014.

NOTHING IN THIS ANNOUNCEMENT CONSTITUTES AN OFFER OF SECURITIES FOR SALE OR A
SOLICITATION OF AN OFFER TO BUY SECURITIES IN THE UNITED STATES OR IN ANY
JURISDICTION WHERE IT IS UNLAWFUL TO DO SO. THE SECURITIES HAVE NOT BEEN, AND
WILL NOT BE, REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933 OR THE
SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OR ANY OTHER JURISDICTION,
AND THE SECURITIES MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES EXCEPT
PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE
REGISTRATION REQUIREMENTS OF THE U.S. SECURITIES ACT OF 1933 AND APPLICABLE
STATE OR LOCAL SECURITIES LAWS OR OTHER JURISDICTIONS.

The Offering is not being made, directly or indirectly, to the public in the
Hellenic Republic (Greece). None of this announcement and any other documents
or materials relating to the notes referred to herein constitute an "offer of
securities to the public" as defined in Regulation (EU) 2017/1129 (as amended,
the "Prospectus Regulation"), for the purchase, sale or exchange of, or
otherwise for an investment in, securities in the territory of Greece.
Accordingly, neither this announcement nor any other documents or materials
relating to such notes have or will be submitted to the Hellenic Capital
Market Commission for approval pursuant to the Prospectus Regulation. No offer
of securities will be made in Greece other than in accordance with an
exemption under the Prospectus Regulation.

MiFID II product governance-Professional investors, ECPs and high net worth
retail investors target market.

Solely for the purposes of each manufacturer's product approval process
pursuant to Directive 2014/65/EU, as amended, ("MiFID II") (each, an "EU
Manufacturer" and, together, the "EU Manufacturers"), the target market
assessment in respect of the notes described in the document has led to the
conclusion that: (i) the target market for such notes is eligible
counterparties and professional clients, and retail clients (each as defined
in MiFID II) that are in a financial situation to be able to bear a loss of
their entire investment in such notes, (ii) all channels for distribution of
such notes to eligible counterparties and professional clients are
appropriate, and (iii) the following channels for distribution of such notes
to such retail clients are appropriate - investment advice, portfolio
management, non-advised sales and pure execution services - subject to the
distributor's suitability and appropriateness obligations under MiFID II, as
applicable. Any person subsequently offering, selling or recommending such
notes (a "distributor") should take into consideration the EU Manufacturers'
target market assessment; however, a distributor subject to MiFID II is
responsible for undertaking its own target market assessment in respect of
such notes (by either adopting or refining the EU Manufacturers' target market
assessment) and determining appropriate distribution channels, subject to the
distributor's suitability and appropriateness obligations under MiFID II.

UK MIFIR product governance / Professional investors and ECPs only target
market

Solely for the purposes of each manufacturer's product approval process
pursuant to the FCA Handbook Product Intervention and Product Governance
Sourcebook (the "UK MiFIR Product Governance Rules") (each a "UK Manufacturer"
and, together, the "UK Manufacturers"), the target market assessment in
respect of the notes described in this document has led to the conclusion
that: (i) the target market for the notes is only eligible counterparties, as
defined in the FCA Handbook Conduct of Business Sourcebook (the "COBS"), and
professional clients, as defined in UK MiFIR; and (ii) all channels for
distribution of the notes to eligible counterparties and professional clients
are appropriate. Any person subsequently offering, selling or recommending
such notes (a "UK distributor") should take into consideration the UK
Manufacturers' target market assessment; however, a UK distributor subject to
the UK MiFIR Product Governance Rules is responsible for undertaking its own
target market assessment in respect of such notes (by either adopting or
refining the UK Manufacturers' target market assessment) and determining
appropriate distribution channels.

For further information please contact:

Metlen Energy & Metals PLC

Metlen Energy & Metals Single-Member S.A.

Investors Relations

Tel. +30 210-6877300 | Fax +30 210-6877400 | E-mail: ir@metlengroup.com

Press Office

Tel. +30 210-6877346 | Fax +30 210-6877400 | E-mail:
communications@metlengroup.com

 

 

 

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