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Brussels, November 27, 2018, 18:30 --- Solvay has successfully placed a perpetual hybrid bond for an aggregate nominal amount of € 300 million, to be used for general corporate purposes, including the possibility to refinance the existing € 700 million hybrid bond with a first call date in May 2019.
The € 300 million hybrid bond has a first call date on March, 4 2024 and a coupon of 4.25% until this date, with a reset every 5 years thereafter.
The hybrid bond 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. S&P and Moody’s will assign an intermediate equity content, which corresponds to a 50% equity treatment of the borrowing.
Solvay's portfolio transformation over the past few years has been accompanied by a significant improvement in cash generation and a progressive deleveraging. This successful issue is part of our active hybrid portfolio management aiming to optimize the Group’s capital structure and reduce financial charges while remaining fully committed to an investment grade rating and to the permanence and significance of hybrids as part of that strategy.
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”).
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. 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 2002/92/EC (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).
Solvay is an advanced materials and specialty chemicals company, committed to developing chemistry that addresses key societal challenges. Solvay innovates and partners with customers worldwide in many diverse end markets. Its products are used in planes, cars, batteries, smart and medical devices, as well as in mineral and oil and gas extraction, enhancing efficiency and sustainability. Its lightweighting materials promote cleaner mobility, its formulations optimize the use of resources and its performance chemicals improve air and water quality. Solvay is headquartered in Brussels with around 26,800 employees in 61 countries. Net sales were €10.1 billion in 2017, with 90% from activities where Solvay ranks among the world’s top 3 leaders, resulting in an EBITDA margin of 22%. Solvay SA (SOLB.BE) is listed on Euronext Brussels and Paris (Bloomberg: SOLB.BB - Reuters: SOLB.BR) and in the United States its shares (SOLVY) are traded through a level-1 ADR program.
Financial figures take into account the announced divestment of Polyamides.
