Boreo Plc - Tender Offer 2024 (FI) - Final Results

Boreo announces final results of tender offer for its outstanding hybrid notes issued on 9 February 2022 - FI4000517594

15 MARCH 2024

Full announcement including disclaimers and offer restrictions available via Boreo Plc

"Boreo Plc (“Boreo”) announces today final results of its invitation to holders of its outstanding EUR 20,000,000 hybrid notes (FI4000517594) (the “Notes”) to tender their Notes for purchase by Boreo for cash (the “Tender Offer”).

The Tender Offer was announced on 11 March 2024 and was made on terms and subject to the conditions contained in the tender offer memorandum dated 11 March 2024 (the “Tender Offer Memorandum”).

At the expiration deadline of the Tender Offer, at 4:00 p.m. (Finnish time) EET on 15 March 2024, the aggregate nominal amount of the Notes validly tendered by the noteholders for purchase was EUR 18,760,000. The aggregate nominal amount of the Priority Tenders (as defined in the Tender Offer Memorandum) was EUR 14,200,000. Boreo accepts all Priority Tenders received in full. In addition, Boreo accepts all tenders in full with a nominal amount of EUR 100,000 or less, in accordance with the Tender Offer Memorandum, for an aggregate nominal amount of EUR 1,760,000.

The final acceptance amount is EUR 15,960,000 in aggregate nominal amount of the Notes.

Boreo confirms that the condition relating to the pricing and issue of new capital securities (the “New Issue Condition”) in accordance with the Tender Offer has been fulfilled, subject to the issuance agreement remaining in full force and effect on the settlement date as described in the Tender Offer Memorandum. The settlement date for the new capital securities is 21 March 2024.

The purchase price of the Notes is EUR 20,200 per note with nominal amount of EUR 20,000. Accrued and unpaid interest will be paid in respect of all Notes validly tendered and delivered and accepted for purchase. The settlement date of the Tender Offer is 21 March 2024."

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Inside information: Boreo Plc considers issuance of new EUR 20,000,000 capital securities (hybrid bond) and announces tender offer for its outstanding notes issued on 9 February 2022 - FI4000517594

11 MARCH 2024

Full announcement including disclaimers and offer restrictions available via Boreo Plc

Boreo Plc ("Boreo" or the “Company”) announces its intention to issue a new EUR 20,000,000 capital securities (hybrid bond) (the "New Capital Securities"). At the same time, Boreo also invites today the holders of the outstanding EUR 20,000,000 8.000 per cent hybrid notes (ISIN code FI4000517594) issued on 9 February 2022 by Boreo (the "Notes") to tender their Notes for cash on the terms and conditions set out in the tender offer memorandum dated 11 March 2024 (the "Tender Offer Memorandum") (the "Tender Offer").

Holders of the Notes (the "Holders") are advised to read carefully the Tender Offer Memorandum for full details of, and information on the procedures for participating in, the Tender Offer. The Tender Offer Memorandum is available from the dealer manager.

Pursuant to the Tender Offer, Boreo proposes to accept for purchase any and all of the Notes. Boreo however reserves the right, in its sole discretion, to decide on the acceptance for purchase of the Notes, including not to accept any purchase of the Notes. Whether Boreo will purchase any Notes validly tendered in the Tender Offer is subject, without limitation, to completion of the issue of the New Capital Securities (the "New Issue Condition").

The purchase price of the Notes is EUR 20,200 per EUR 20,000 in nominal amount of the Notes (equalling to 101.00 per cent of the nominal amount of the Notes). In addition, accrued and unpaid interest will be paid in respect of all Notes validly tendered and delivered and accepted for purchase.

The issuance of New Capital Securities may take place in the near future, subject to market conditions.

The Tender Offer period begins on 11 March 2024 and expires at 4:00 p.m. Finnish time on 15 March 2024, unless extended, re-opened or terminated as provided in the Tender Offer Memorandum."

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