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

Smurfit KappaAnnouncement

15/09/2021 17:50

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Statement re Pricing of a Senior Notes Offering

 

Statement re Pricing of a 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.

Smurfit Kappa Announces the Pricing of its Inaugural Green Bond Offering

Dublin, London, 15 September 2021: Smurfit Kappa Group plc (SKG:ID SKG:LN)
(together with its subsidiaries, “Smurfit Kappa” or the “Group”), one
of the world’s largest integrated manufacturers of paper-based packaging
products, with operations in Europe and the Americas, announces that it has
successfully priced a dual-tranche offering by one of its wholly-owned
subsidiaries, Smurfit Kappa Treasury Unlimited Company, comprising €500
million in aggregate principal amount of senior notes due 2029 and €500
million in aggregate principal amount of senior notes due 2033 (together, the
“New Notes”) (the “Offering”).

The 2029 Notes priced at 99.851% and have a coupon of 0.500%. The 2033 Notes
priced at 99.865% and have a coupon of 1.000%. The closing of the sale of the
New Notes is scheduled to be completed on 22 September 2021, and is subject to
customary conditions.

Paul Regan, Group Treasurer, said "We were delighted with the interest in our
Dual Tranche transaction which generated order books in excess of €6
billion, demonstrating the strength and support for our business and the depth
of liquidity available to the Group. The level of interest also enabled us to
raise €1 billion very efficiently across the 2 tranches and extend our
weighted average debt maturity profile. We enjoyed meeting over 60 investors
during our (virtual) roadshow and were delighted with the level of interest in
Smurfit Kappa and also the response to our industry leading sustainability
agenda and circular economy business model, in our first issuance as an
Investment Grade Borrower for some time. "

Today the Group has issued a notice for the redemption of €500 million in
aggregate principal amount of the 2.375% Senior Notes due 2024 (the “2024
Notes”), issued by Smurfit Kappa Acquisitions Unlimited Company pursuant to
an indenture dated 24 January 2017, as anticipated by the Group’s earlier
announcement on 13 September 2021. The Group intends to use cash on hand
and/or existing available facilities to fund the redemption of the 2024 Notes
and pay accrued but unpaid interest thereon. The redemption is currently
anticipated to take place on 25 September 2021 and is conditional upon the
completion of the Offering and the receipt by the Group of the net proceeds
from the sale of the New Notes on or before the redemption date. There can be
no assurance that the Offering or the redemption of the 2024 Notes will be
completed.

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

About Smurfit Kappa

Smurfit Kappa, a FTSE 100 company, is one of the leading providers of
paper-based packaging solutions in the world, with approximately 46,000
employees in over 350 production sites across 36 countries and with revenue of
€8.5 billion in 2020. We are located in 23 countries in Europe, and 13 in
the Americas. We are the only large-scale pan-regional player in Latin
America. Our products, which are 100% renewable and produced sustainably,
improve the environmental footprint of our customers.

With our proactive 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-based 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.

We have a proud tradition supporting social, environmental and community
initiatives in the countries where we operate. Through these projects we
support the UN Sustainable Development Goals, focusing on where we believe we
can have the greatest impact.

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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
TREASURY 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, AND AS SUCH, THIS ANNOUNCEMENT IS DIRECTED ONLY AT NON-U.S. PERSONS
(WITHIN THE MEANING OF REGULATION S (“REGULATION S”) UNDER THE U.S.
SECURITIES ACT OF 1933, AS AMENDED) LOCATED OUTSIDE THE UNITED STATES.

This announcement is directed only at persons who are located outside the
United States and who (i) have professional experience in matters relating to
investments (being investment professionals falling within Article 19(5) of
the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005
(as amended, the “Financial Promotion Order”)), (ii) are persons falling
within Article 49(2)(a) to (d) (“high net worth companies, unincorporated
associations, etc.”) of the Financial Promotion Order, (iii) are outside the
United Kingdom or (iv) are persons to whom an invitation or inducement to
engage in investment activity (within the meaning of section 21 of the
Financial Services and Markets Act 2000 (the “FSMA”)) in connection with
the issue or sale of any securities may otherwise lawfully be communicated or
caused to be 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.

This announcement is not directed at any retail investor in the EEA. For these
purposes, a retail investor means a person who is one (or more) of (i) a
retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU
(as amended, “MiFID II”), (ii) a customer within the meaning of Directive
(EU) 2016/97 (as amended), where that customer would not qualify as a
professional client as defined in point (10) of Article 4(1) of MiFID II, or
(iii) not a “qualified investor” as defined in Article 2 of Regulation
(EU) 2017/1129 (as amended).

This announcement is not directed at any retail investor in the United
Kingdom. For these purposes, a retail investor means a person who is one (or
more) of: (i) a retail client, as defined in point (8) of Article 2 of
Regulation (EU) No 2017/565 as it forms part of domestic law by virtue of the
European Union (Withdrawal) Act 2018 (the “EUWA”); or (ii) a customer
within the meaning of the provisions of the FSMA and any rules or regulations
made under the FSMA to implement Directive (EU) 2016/97, where that customer
would not qualify as a professional client, as defined in point (8) of Article
2(1) of Regulation (EU) No 600/2014 as it forms part of domestic law by virtue
of the EUWA.

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.

UK MiFIR professionals/ECPs-only/No UK PRIIPs KID. Manufacturer target market
(MiFIR 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 the United Kingdom.

ENDS

Contacts:
 Ciarán Potts                                          Melanie Farrell                                                             
 
                                                     
                                                                           
 Smurfit Kappa                                         FTI Consulting                                                              
 
                                                     
                                                                           
 T: +353 1 202 71 27                                   T: +353 765 08 00                                                           
 
                                                     
                                                                           
 E: ir@smurfitkappa.com (mailto:ir@smurfitkappa.com)   E: smurfitkappa@fticonsulting.com (mailto:smurfitkappa@fticonsulting.com)   


 



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