HKFoods Plc, Stock Exchange Release, Inside Information 13 August 2025, 4.15 pm
Finnish time
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, HONG KONG, JAPAN,
NEW ZEALAND, SOUTH AFRICA OR SUCH OTHER COUNTRIES OR OTHERWISE IN SUCH
CIRCUMSTANCES IN WHICH THE OFFERING OF THE CAPITAL SECURITIES OR THE RELEASE,
PUBLICATION OR DISTRIBUTION OF THIS ANNOUNCEMENT WOULD BE UNLAWFUL.
Inside information: HKFoods Plc issues EUR 20 million capital securities
HKFoods Plc (the "Company") issues unsecured subordinated capital securities of
EUR 20 million (the "Capital Securities"). The Capital Securities do not have a
specified maturity date, but the Company is entitled to redeem the Capital
Securities at their nominal amount on the reset date of 21 August 2028 ("Reset
Date") and on each interest payment date thereafter. The issue date of the
Capital Securities is expected to be on or about 21 August 2025.
The Capital Securities bear a fixed interest rate of 8.750 per cent per annum
from the issue date to the Reset Date 21 August 2028 (but excluding the Reset
Date). From the Reset Date (and including the Reset Date), the Capital
Securities will bear a floating interest as described in the terms and
conditions of the Capital Securities.
The Capital Securities are hybrid instruments that are subordinated to certain
other debt obligations and are treated as equity in Company's consolidated
financial statements prepared in accordance with IFRS. The Capital Securities do
not confer to its holders the rights of a shareholder and the Capital Securities
do not dilute the holdings of the current shareholders.
The net proceeds of the issue of the Capital Securities will be used for general
corporate purposes of the Company, particularly for refinancing the Existing
Capital Securities (as defined below).
In connection with the issue of the Capital Securities, the Company is expected
to issue a separate call notice regarding the redemption of the existing capital
securities issued on 17 September 2018 (ISIN: FI4000348818) (the "Existing
Capital Securities"). The call notice is expected to be issued by 18 August
2025.
Nordea Bank Abp and OP Corporate Bank plc acted as joint lead managers in the
issue of the Capital Securities.
HKFoods Plc
Juha Ruohola
CEO
Further information:
Juha Ruohola, CEO, tel. +358 400 647160
Mika Tilli, CFO, tel. +358 50 538 5793
HKFoods Media Service Desk tel. +358 10 570 5700 or communications@hkfoods.com
With 110 years of experience, we at HKFoods make life tastier - today and
tomorrow. With 3,000 professionals, we make responsible and locally produced
food to meet consumers' varied food moments. Our well-known brands in Finland
are HK®, Kariniemen® and Via®. We are developing a more climate-friendly way of
producing food. HKFoods is a publicly listed company, and in 2024, our net sales
totalled EUR 1 billion.www.hkfoods.com (https://www.hkfoods.com/en/)
Distribution:
www.hkfoods.com (https://www.hkfoods.com/en/)
Nasdaq Helsinki
Key media
Important information
The information contained herein is not for release, publication or
distribution, in whole or in part, directly or indirectly, in or into the United
States, Australia, Canada, Hong Kong, Japan, New Zealand, South Africa or such
other countries or otherwise in such circumstances in which the release,
publication or distribution would be unlawful. The information contained herein
does not constitute an offer to sell or the solicitation of an offer to buy, nor
shall there be any sale of, the Capital Securities or Existing Capital
Securities in any jurisdiction in which such an offer, solicitation, or sale
would be unlawful prior to registration, exemption from registration or
qualification under the securities laws of any such jurisdiction.
This communication does not constitute an offer of securities for sale in the
United States. The Existing Capital Securities or the Capital Securities have
not been and will not be registered under the U.S. Securities Act of 1933, as
amended (the "Securities Act") or under the applicable securities laws of any
state of the United States and may not be offered or sold, directly or
indirectly, within the United States or to, or for the account or benefit of,
U.S. persons except pursuant to an applicable exemption from, or in a
transaction not subject to, the registration requirements of the Securities Act.
This communication does not constitute an offer of the Capital Securities or the
Existing Capital Securities to the public in the United Kingdom. No prospectus
has been or will be approved in the United Kingdom in respect of the Capital
Securities or the Existing Capital Securities. Consequently, this communication
is directed only at (i) persons who are outside the United Kingdom, (ii) persons
in the United Kingdom that are qualified investor within the meaning of Article
2(e) of the Prospectus Regulation as incorporated into UK domestic law by virtue
of the European Union (Withdrawal) Act 2018 that are also (a) investment
professionals falling within Article 19(5) of the Financial Services and Markets
Act 2000 (Financial Promotion) Order 2005 (the "Order"), (b) high net worth
entities, and (iii) other persons to whom it may lawfully be communicated,
falling within Article 49(2) of the Order (all such persons together being
referred to as "relevant persons"). Any investment activity to which this
communication relates will only be available to, and will only be engaged with,
relevant persons. Any person who is not a relevant person should not act or rely
on this document or any of its contents.