REG-Smurfit Kappa Group PLC Statement re Launch of Green Finance Framework and Discussions on a New Green Financing Transaction

Smurfit KappaAnnouncement

13/09/2021 08:45

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Statement re Launch of Green Finance Framework and Discussions on a New Green
Financing Transaction

 

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 Launch of its Green Finance Framework and
Commencement of Discussions with Potential Investors on a New Green Financing
Transaction

Dublin, London: 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, has launched its Green Finance
Framework. The Green Finance Framework will support green issuances from
Smurfit Kappa that finance assets and expenditures associated with (1)
circular economy adapted products, production technologies and processes
and/or certified eco-efficient products and (2) environmentally sustainable
management of living natural resources and land use. The Green Finance
Framework is aligned with the ICMA Green Bond Principles 2021 and the LMA
Green Loan Principles 2021, which have been confirmed by ISS ESG in a positive
Second Party Opinion.

The Green Finance Framework is reflective of the sustainable nature of Smurfit
Kappa’s business model, with eligibility criteria that span the geographic
scope of the Group’s operations and take into account the Group’s efforts
to produce circular products, using certified sustainable raw materials and
implementing circular production processes that are subject to continuous
improvement, both in terms of environmental and social metrics. As such,
Smurfit Kappa’s approach to sustainable financing will also mirror what the
Group is, a global business which places sustainability at the centre of its
operating model.

Smurfit Kappa’s Green Finance Framework and SPO are available at:
smurfitkappa.com/investors
(https://cts.businesswire.com/ct/CT?id=smartlink&url=http%3A%2F%2Fwww.smurfitkappa.com%2Finvestors&esheet=52490536&newsitemid=20210913005282&lan=en-US&anchor=smurfitkappa.com%2Finvestors&index=1&md5=ef361f6aaffdbec87547aa6039ffc88f)

Garrett Quinn, Chief Sustainability Officer, commented:

“Setting up this framework and issuing green finance instruments is a
further significant step in our sustainability strategy, embedding
sustainability into our capital structure alongside our sustainability-linked
revolving credit facility, and complementing the dedication of everyone in
Smurfit Kappa, where we make a sustainable product in an increasingly
sustainable way.”

Smurfit Kappa has mandated ING and Rabobank as Joint Green Structuring
Advisors, and BNP Paribas, Citigroup, ING and Rabobank to arrange on its
behalf a series of virtual fixed income investor meetings commencing today,
Monday, 13 September 2021. An inaugural, green, EUR 1 billion, Regulation S,
senior, unsecured, dual-tranche offering with 8-year and 12-year maturities is
expected to follow, subject to market conditions. Smurfit Kappa intends to use
an amount equivalent to the net proceeds from the offering to finance eligible
green projects under its Green Finance Framework. The Group intends to issue a
notice to redeem its senior notes due 2024 from existing cash on hand and/or
existing available facilities, should a transaction follow. BNP Paribas will
be coordinating logistics and an electronic deal roadshow presentation will be
made available.

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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