REG-Smurfit Kappa Group PLC Statement re Launch of Senior Notes Offering

Smurfit KappaAnnouncement

30/01/2019 08:35

      Statement re Launch of Senior Notes Offering
    

    

      NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, IN WHOLE OR IN PART, 
      DIRECTLY OR INDIRECTLY, IN OR INTO AUSTRALIA, CANADA, JAPAN, THE 
      REPUBLIC OF SOUTH AFRICA, THE UNITED STATES OF AMERICA OR ANY OTHER 
      JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO.
    

      30 January 2019
    

      Smurfit Kappa Announces the Launch of a Senior Notes Offering
    

      SKG:ID SKG:LN
    

      Dublin, London, 30 January, 2019: Smurfit Kappa Group plc (‘SKG’ 
      or the “Group”) today announces an offering by one of its wholly-owned 
      subsidiaries, Smurfit Kappa Acquisitions Unlimited Company (the 
      “Issuer”), of €300 million of its euro denominated 2.875% senior notes 
      due 2026 (the “Notes”). The Notes will be issued under the indenture 
      (the “Indenture”) governing the Issuer’s outstanding euro denominated 
      senior notes due 2026 (the “Existing Notes”) and will form a single 
      series with the Existing Notes for all purposes under the Indenture, 
      including, without limitation, waivers, amendments, redemptions and 
      offers to purchase. The Notes will be guaranteed by the Issuer’s parent 
      holding companies and certain of its subsidiaries, which are holding 
      companies and/or finance and management companies. The existing 
      guarantees of substantially all of the Issuer’s subsidiaries with 
      respect to the Existing Notes and the other senior notes issued by the 
      Issuer will be released in connection with the refinancing and 
      replacement of the Group’s existing senior credit facility announced on 
      January 29, 2019, which is expected to close on or prior to the closing 
      date of the Notes offering.
    

      The Group intends to use €295.0 million of the proceeds from the 
      offering to repay borrowings under its existing securitisation 
      facilities. The remaining proceeds will be used to pay fees and expenses 
      related to the offering.
    

      The Notes are being offered in a private placement and there will be no 
      public offering of the Notes. The Notes will be offered and sold only to 
      non-U.S. persons in offshore transactions outside the United States in 
      accordance with Regulation S under the Securities Act of 1933, as 
      amended.
    

      ENDS
    

      

        

           
        
      
      

        

          

            Garrett Quinn
          
          

            Smurfit Kappa Group
          
          

             
          
          

            T: +353 1 202 7180
          
          

            E: ir@smurfitkappa.com
          
        
        

           
        
        

          

            Melanie Farrell 
          
          

            FTI Consulting
          
          

             
          
          

            T: +353 1 765 0800
          
          

            E: smurfitkappa@fticonsulting.com
          
        
      
    

      About Smurfit Kappa
    

      Smurfit Kappa, a FTSE 100 company, is one of the leading providers of 
      paper-based packaging solutions in the world, with around 45,000 
      employees in approximately 350 production sites across 34 countries and 
      with revenue of €8.6 billion in 2017. We are located in 22 countries in 
      Europe, and 12 in the Americas. We are the only large-scale pan-regional 
      player in Latin America.
    

      With our pro-active team, we relentlessly use our extensive experience 
      and expertise, supported by our scale, to open up opportunities for our 
      customers. We collaborate with forward-thinking customers by sharing 
      superior product knowledge, market understanding and insights in 
      packaging trends to ensure business success in their markets. We have an 
      unrivalled portfolio of paper-packaging solutions, which is constantly 
      updated with our market-leading innovations. This is enhanced through 
      the benefits of our integration, with optimal paper design, logistics, 
      timeliness of service, and our packaging plants sourcing most of their 
      raw materials from our own paper mills.
    

      Our products, which are 100% renewable and produced sustainably, improve 
      the environmental footprint of our customers.
    

      Check out our microsite openthefuture.info. 
      Follow us on Twitter at @smurfitkappa 
      and on LinkedIn at ‘Smurfit 
      Kappa’.
    

      smurfitkappa.com
    

      Forward-Looking Statements
    

      Some statements in this announcement are forward-looking. They represent 
      expectations for the Group’s business and involve risks and 
      uncertainties. These forward-looking statements are based on current 
      expectations and projections about future events. The Group believes 
      that current expectations and assumptions with respect to these 
      forward-looking statements are reasonable. However, because they involve 
      known and unknown risks, uncertainties and other factors, which are in 
      some cases beyond the Group’s control, actual results or performance may 
      differ materially from those expressed or implied by such 
      forward-looking statements.
    

      Important Notice
    

      THIS ANNOUNCEMENT IS FOR INFORMATIONAL PURPOSES ONLY, AND DOES NOT 
      CONSTITUTE OR FORM PART OF ANY OFFER OR INVITATION TO SELL OR ISSUE, OR 
      ANY SOLICITATION OF AN OFFER TO PURCHASE OR SUBSCRIBE FOR, ANY 
      SECURITIES OF SMURFIT KAPPA ACQUISITIONS UNLIMITED COMPANY IN THE UNITED 
      STATES OR ANY OTHER JURISDICTION; SECURITIES MAY NOT BE OFFERED OR SOLD 
      IN THE UNITED STATES ABSENT REGISTRATION OR AN EXEMPTION FROM 
      REGISTRATION. NOT FOR DISTRIBUTION OR RELEASE IN OR INTO ANY 
      JURISDICTION IN WHICH OFFERS OR SALES WOULD BE PROHIBITED BY APPLICABLE 
      LAW.
    

      This announcement is directed only at persons who are: located outside 
      the United States and are (a) persons in member states of the European 
      Economic Area (the “EEA”) other than the United Kingdom who are 
      qualified investors (within the meaning of Article 2(1)(e) of the 
      Prospectus Directive (Directive 2003/71/EC as amended, including by 
      Directive 2010/73/EU) and any relevant implementing measure in each 
      member state of the EEA); (b) persons in the United Kingdom who are 
      qualified investors and who are (i) investment professionals falling 
      within Article 19(5) of the Financial Services and Markets Act 2000 
      (Financial Promotion) Order 2005 (the “Order”); or (ii) persons falling 
      within Article 49(2) (a) to (d) (“high net worth companies, 
      unincorporated associations, etc.”) of the Order; or (c) persons to whom 
      it may otherwise be lawfully communicated (all such persons together 
      being referred to as “relevant persons”). This announcement must not be 
      acted on or relied on by persons who are not relevant persons. Any 
      investment or investment activity to which this announcement relates is 
      available only to relevant persons and will be engaged in only with 
      relevant persons.
    

      MiFID II professionals/ECPs-only/No PRIIPs KID. Manufacturer target 
      market (MIFID II product governance) is eligible counterparties and 
      professional clients only (all distribution channels). No PRIIPs key 
      information document (KID) has been prepared as not available to retail 
      in EEA.
    
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      Smurfit Kappa Group PLC