REG - MHP SE - MHP Tap Launch Announcement

MHP SEAnnouncement

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RNS Number : 5061R  MHP SE  03 February 2026

 

3 February 2026

MHP SE TAP OFFERING LAUNCH ANNOUNCEMENT

MHP SE, the parent company of a leading international food and agricultural
group with Ukrainian roots and one of the largest poultry producers in Europe,
has announced that it is launching a tap offering (the "Offering") to issue
additional amounts of 10.500% notes due 2029 (the "Additional Notes") of its
wholly owned subsidiary, MHP Lux S.A., a company incorporated in Luxembourg
(together with MHP SE and its consolidated subsidiaries, the "Group"), to be
consolidated and form a single series with the U.S.$450 million aggregate
principal amount of 10.500% notes due 2029 issued by MHP Lux S.A. on 28
January 2026 (the "Original Notes" and together with the Additional  Notes,
the "Notes").

The Group intends to use the proceeds of the Additional Notes, along with the
proceeds of the Original  Notes, to fund the tender offer and redemption of
the entire U.S.$550 million outstanding aggregate principal amount of MHP Lux
S.A.'s 6.95% Notes due 2026 (the "2026 Notes"). The Offering replaces the use
of U.S.$100 million of the Group's internal cash that was originally earmarked
for partial repayment of the 2026 Notes. The retained cash, including any
proceeds in excess of U.S.$100 million, will instead be primarily kept outside
of Ukraine and allocated to the Group's future investment initiatives,
including capital expenditures and ongoing operational needs.

 

Disclaimer

This announcement does not contain or constitute an offer of, or the
solicitation of an offer to buy securities to any person in the United States
or in any jurisdiction to whom or in which such offer or solicitation is
unlawful, and persons into whose possession this announcement comes should
inform themselves about, and observe, any such restrictions. The securities
referred to herein may not be offered or sold in the United States absent
registration under the US Securities Act of 1933, as amended (the "Securities
Act"), or another exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act. Subject to certain
exceptions, the securities referred to herein may not be offered or sold in
Australia, Canada or Japan or to, or for the account or benefit of, any
national, resident or citizen of Australia, Canada or Japan. The offer and
sale of the securities referred to herein has not been and will not be
registered under the Securities Act or under the applicable securities laws of
Australia, Canada or Japan. There will be no public offer of the securities in
the United States.

This announcement is only being distributed to and is only directed at (i)
persons who are outside the United Kingdom or (ii) to investment professionals
falling within Article 19(5) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005 (the Order) or (iii) high net worth entities,
and other persons to whom it may lawfully be communicated, falling within
Article 49(2)(a) to (d) of the Order (all such persons together being referred
to as relevant persons). The securities are only available to, and any
invitation, offer or agreement to subscribe, purchase or otherwise acquire
such securities will be engaged in only with, relevant persons. Any person who
is not a relevant person should not act or rely on this announcement or any of
its contents.

This announcement is not an advertisement of securities in Ukraine, and is not
an offer or invitation to, or solicitation of, any such circulation,
distribution, placement, sale, purchase or other transfer of the securities in
the territory of Ukraine. It is not intended to be and must not be publicly
distributed in or into Ukraine.

This announcement, or any other documents or materials relating to the
Offering, as well as any disclosure statements or information therein relating
to the Offering will not be released, issued, published, communicated,
advertised or disseminated to the public in Cyprus.

This announcement and all other documents and materials relating to the
Offering do not constitute investment advice or a recommendation under Cyprus
law, nor do they constitute an offer or advertisement of securities in Cyprus,
they are not intended to be and must not be distributed via information
distribution channels or to the public in Cyprus.

Neither this announcement nor any other documents or materials relating to the
Offering (whether in its preliminary or final form) has been registered or is
intended to be registered and has not been submitted or is intended to be
submitted for approval to the Cyprus Securities and Exchange Commission
("CySEC").

 

This announcement and any other documents and materials relating to the
Offering may be distributed in Cyprus by a duly licensed investment firm or by
a credit institution authorized under Directive 2013/36/EU or by a
third-country firm providing investment services or performing investment
activities through the establishment of a branch in Cyprus (collectively, the
"Authorised Intermediaries"), permitted and authorised to provide investment
services and conduct investment activities in Cyprus in accordance with the
following enactments:

 

(a)        the Investment Services and Activities and Regulated Markets
Law, No. 144 (I) of 2007, as amended from time to time (the "2007 Investment
Services Law");

(b)        the Investment Services and Activities and Regulated Markets
Law, No. 87(I)/2017, as amended from time to time (the "2017 Investment
Services Law");

(c)        Regulation (EU) No. 600/2014 of the European Parliament and
of the Council of May 15, 2014 on markets in financial instruments and
amending Regulation (EU) No. 648/2012, as amended from time to time ("MiFIR"),

and only to professional clients in Cyprus as defined in the 2007 Investment
Services Law and in the 2017 Investment Services Law.

This announcement and any other documents and materials relating to the
Offering may not be used for any invitation or solicitation purposes for or in
connection with the sale, marketing, offering or acquisition of any securities
in Cyprus in circumstances under which it is unlawful under Cyprus laws to
make such an invitation or solicitation.

Please address any questions or concerns to:

Anastasiia Sobotiuk (Kyiv)

IR Director, ESG Compliance and
Reporting                           +38 050 339 29
99

a.sobotyuk@mhp.com.ua (mailto:a.sobotyuk@mhp.com.ua)

Christakis Taoushanis (Cyprus)

Senior Independent
Director
+357 99 35 22 22

t.taoushanis@mhp.com.cy

 

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