Metlen Energy & Metals S.A. (TICKER: MYTIL) (the “Company”), a leading global industrial and energy company rated BB+ (Stable) /BB+ (Stable) (S/F) has mandated BNP PARIBAS, Citigroup, and HSBC as Joint Global Coordinators to arrange on its behalf a series of virtual fixed income investor meetings in Europe commencing 7 October, 2024. An offering of €500 million green senior unsecured notes (the “Notes”) with a 5-year tenor (NCL) will follow (the “Offering”), subject to market conditions. There can be no assurance that the Offering will be effected or that it will be in the aforementioned size or completed. The Company intends to use the proceeds from the Notes to redeem Mytilineos Financial Partners S.A.’s €500,000,000 aggregate principal amount of 2.50% Senior Notes due 2024 (the “2024 Notes”). An amount equivalent to the net proceeds from the Notes will be used to finance or refinance, in whole or in part, Eligible Green Projects in accordance with the Company’s Green Finance Framework. The Notes will be distributed in Regulation S format. An electronic Netroadshow presentation will be made available. On the date hereof, Mytilineos Financial Partners S.A. has issued (and posted on the Company’s website) a notice of conditional redemption for its 2024 Notes.
NOTE: This announcement is published in accordance with the applicable provisions of, amongst others, Regulation (EU) No 596/2014 and the Rule Book (Regulation) of the Athens Exchange.
NOTHING IN THIS ANNOUNCEMENT CONSTITUTES AN OFFER OF SECURITIES FOR SALE OR A SOLICITATION OF AN OFFER TO BUY SECURITIES IN THE UNITED STATES OR IN ANY JURISDICTION WHERE IT IS UNLAWFUL TO DO SO. THE SECURITIES HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933 OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OR ANY OTHER JURISDICTION, AND THE SECURITIES MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE U.S. SECURITIES ACT OF 1933 AND APPLICABLE STATE OR LOCAL SECURITIES LAWS.
The Offering is not being made, directly or indirectly, to the public in the Hellenic Republic (Greece). None of this announcement and any other documents or materials relating to the notes referred to herein constitute an “offer of securities to the public” as defined in Regulation (EU) 2017/1129 (as amended, the “Prospectus Regulation”), for the purchase, sale or exchange of, or otherwise for an investment in, securities in the territory of Greece. Accordingly, neither this announcement nor any other documents or materials relating to such notes have or will be submitted to the Hellenic Capital Market Commission for approval pursuant to the Prospectus Regulation. No offer of securities will be made in Greece other than in accordance with an exemption under the Prospectus Regulation.
MiFID II product governance—Professional investors, ECPs and high net worth retail investors target market.
Solely for the purposes of each manufacturer’s product approval process pursuant to Directive 2014/65/EU, as amended, (“MiFID II”) (each, an “EU Manufacturer” and, together, the “EU Manufacturers”), the target market assessment in respect of the notes described in the document has led to the conclusion that: (i) the target market for such notes is eligible counterparties and professional clients, and retail clients (each as defined in MiFID II) that are in a financial situation to be able to bear a loss of their entire investment in such notes, (ii) all channels for distribution of such notes to eligible counterparties and professional clients are appropriate, and (iii) the following channels for distribution of such notes to such retail clients are appropriate – investment advice, portfolio management, non-advised sales and pure execution services – subject to the distributor’s suitability and appropriateness obligations under MiFID II, as applicable. Any person subsequently offering, selling or recommending such notes (a “distributor”) should take into consideration the EU Manufacturers’ target market assessment; however, a distributor subject to MiFID II is responsible for undertaking its own target market assessment in respect of such notes (by either adopting or refining the EU Manufacturers’ target market assessment) and determining appropriate distribution channels, subject to the distributor’s suitability and appropriateness obligations under MiFID II.
Solely for the purposes of each manufacturer’s product approval process pursuant to the FCA Handbook Product Intervention and Product Governance Sourcebook (the “UK MiFIR Product Governance Rules”) (each a “UK Manufacturer” and, together, the “UK Manufacturers”), the target market assessment in respect of the notes described in this document has led to the conclusion that: (i) the target market for the notes is only eligible counterparties, as defined in the FCA Handbook Conduct of Business Sourcebook (the “COBS”), and professional clients, as defined in UK MiFIR; and (ii) all channels for distribution of the notes to eligible counterparties and professional clients are appropriate. Any person subsequently offering, selling or recommending such notes (a “UK distributor”) should take into consideration the UK Manufacturers’ target market assessment; however, a UK distributor subject to the UK MiFIR Product Governance Rules is responsible for undertaking its own target market assessment in respect of such notes (by either adopting or refining the UK Manufacturers’ target market assessment) and determining appropriate distribution channels.
For further information please contact:
Metlen Energy & Metals S.A.
Investors Relations
Tel. +30 210-6877300 | Fax +30 210-6877400 | E-mail: ir@metlengroup.com
Press Office
Tel. +30 210-6877346 | Fax +30 210-6877400 | E-mail: communications@metlengroup.com
