Solvay successfully places a perpetual hybrid bond of €500 million

Solvay successfully places a perpetual hybrid bond of €500 million

Brussels, August 25, 2020, 18:00 --- Solvay has successfully issued a new perpetual hybrid bond for an aggregate principal amount of €500 million, to be used for general corporate purposes, including the possible repayment of other indebtedness. The new €500 million hybrid bond has a perpetual maturity with a first call date on 2 December 2025 and will pay a fixed coupon of 2.5% (with corresponding yield of 2.625%) until 2 March 2026 (first reset date). The coupon will reset on this date and every 5 years thereafter. The notes will rank junior to all senior debt and will be recorded as equity (and coupons will be recorded as dividends) in accordance with IFRS requirements. The hybrid bond will benefit from 50% rating agency equity treatment by both Moody’s (“basket C”) and S&P (“intermediate equity content”).

Solvay has concurrently launched a tender offer to repurchase any-and-all of its €500 million perpetual hybrid bond with a first call date in June 2021, which bears interest at a rate of 5.118%. The offer will expire on the 1st of September 2020 at 17:00 CET.

Karim Hajjar, Solvay’s Chief Financial Officer, commented: "Over the past years Solvay optimised its capital structure and reduced leverage and interest burden as the focus on cash generation was stepped up. Today’s transactions take matters to the next level and will create further value whilst reinforcing our investment grade credit rating. We appreciate investors’ continued trust in Solvay’s credit, manifested by more than €3 billion of demand for our €500 million issuance at a 2.5% coupon, a historic low for Solvay.”

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This press release does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States or any other jurisdiction. The securities referred to herein have not been, and will not be, registered under the Securities Act of 1933, as amended, and may not be offered, exercised or sold in the United States or to U.S. persons absent registration or an applicable exemption from registration requirements. There is no intention to register any portion of the offering in the United States or to conduct a public offering of securities in the United States.

The issue, exercise or sale of securities in the offering are subject to specific legal or regulatory restrictions in certain jurisdictions. Solvay assumes no responsibility in the event there is a violation by any person of such restrictions.

The information contained herein shall not constitute or form part of an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities referred to herein, in any jurisdiction in which such offer, solicitation or sale would be unlawful.

Solvay has not authorised any offer to the public of securities in any Member State of the European Economic Area (“EEA”) nor in the United Kingdom (the “UK”).

The securities referred to herein are not intended to be offered, sold or otherwise made available to, and should not be offered, sold or otherwise made available to, any retail investor in the EEA or in the UK. For these purposes, the expression “retail investor” means a person who is one (or both) of: (a) a retail client, as defined in point (11) of Article 4(1) of the Market and Financial Instruments Directive 2014/65/EU, as amended (“MiFID II”) or (b) a customer, within the meaning of the 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.

This communication may only be communicated to persons in the United Kingdom in circumstances where the provisions of section 21(1) of the FSMA do not apply to the Issuer and is directed solely at persons in the United Kingdom who (i) have professional experience in matters relating to investments, such persons falling within the definition of “investment professionals” in Article 19(5) of the FSMA (Financial Promotion) Order 2005, as amended (the “Financial Promotion Order”) or (ii) are persons falling within article 49(2)(a) to (d) of the Financial Promotion Order or other persons to whom it may lawfully be communicated, (all such persons together being referred to as “relevant persons”). This communication is directed only to relevant persons and must not be acted on or relied on by persons who are not relevant persons.

The securities referred to herein may be held only by, and transferred only to, eligible investors referred to in Article 4 of the Belgian Royal Decree of 26 May 1994, holding their securities in an exempt securities account that has been opened with a financial institution that is a direct or indirect participant in the Securities Settlement System operated by the National Bank of Belgium. The securities are not intended to be offered, sold or otherwise made available to, and should not be offered, sold or otherwise made available to, any consumer (consumenten / consommateurs) within the meaning of the Belgian Code of Economic Law (Wetboek van economisch recht / Code de droit économique).

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