TIDMSKG TIDMSK3
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 Inaugural Green Bond
Offering
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,
today announces a dual-tranche offering by one of its wholly-owned
subsidiaries, Smurfit Kappa Treasury Unlimited Company, comprising
EUR500 million in aggregate principal amount of senior notes due
2029 and EUR500 million in aggregate principal amount of senior
notes due 2033 (together, the "New Notes") (the "Offering").
The Group intends to use an amount equivalent to the net
proceeds of the Offering to finance or refinance a portfolio of
eligible assets and expenditures ("Eligible Green Projects") in
accordance with its previously announced green finance framework
(the "Green Finance Framework"), which the Group may, in the
future, update in line with developments in the market. The Green
Finance Framework and the ISS ESG Second Party Opinion thereon are
available at smurfitkappa.com/investors.
Under the Green Finance Framework, Eligible Green Projects
include circular economy adapted products, production technologies
and processes and/or certified eco-efficient products, such as: (i)
reclamation of used fibres; (ii) recycling of used fibres; (iii)
paper milling; and (iv) packaging conversion. In addition, Eligible
Green Projects include the environmentally sustainable management
of living natural resources and land use, such as the procurement
of responsibly-sourced raw materials or ingredients (like wood,
pulp, paper and recovered paper) and the utilisation of forests and
raw materials certified in accordance with (i) Forest Stewardship
Council (FSC) standards; (ii) Sustainable Forestry Initiative
(SFI); and (iii) Programme for the Endorsement of Forest
Certification (PEFC).
The Group intends to issue a notice today for the conditional
redemption of EUR500 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. 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 EUR8.5 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.
Follow us on LinkedIn, Twitter, Facebook, YouTube
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 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. THE OFFERING WILL ONLY BE MADE
PURSUANT TO THE OFFERING MEMORANDUM DISTRIBUTED TO QUALIFIED
PERSONS.
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 E: smurfitkappa@fticonsulting.com
View source version on businesswire.com:
https://www.businesswire.com/news/home/20210915005448/en/
CONTACT:
Smurfit Kappa Group PLC
SOURCE: Smurfit Kappa Group PLC
Copyright Business Wire 2021
(END) Dow Jones Newswires
September 15, 2021 03:36 ET (07:36 GMT)
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