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Forvia S.E. – Tender Offer 2024 (XS) (2) - Results

FORVIA S.E. (FORMERLY FAURECIA S.E.) ANNOUNCES RESULTS OF ITS TENDER OFFER - XS2553825949

02 MAY 2024


Full announcement, including disclaimers and offer/distribution restrictions, available via Euronext

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"The Tender Offer expired at 5:00 p.m. CET on 1 May 2024 (the “Expiration Deadline”).


In accordance with the provisions of the Tender Offer Memorandum, the Offeror decided to increase the Maximum Acceptance Amount (as defined in the Tender Offer Memorandum) from €200,000,000 to €250,000,000.


Final Results of the Tender Offer


Final Acceptance Amount: €250,000,000

Pro-ration factor: 67.6726%

Tender Yield: 3.840%

Tender Price: 105.422%

Aggregate nominal amount of Notes outstanding after the Settlement Date (as defined below): €330,175,000


Settlement


The settlement date for the Tender Offer is expected to be 7 May 2024, or as soon as reasonably practicable thereafter (the “Settlement Date”), unless the Offeror amends or extends the Settlement Date at its sole discretion."


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FORVIA S.E. (FORMERLY FAURECIA S.E.) ANNOUNCES THE MAXIMUM ACCEPTANCE AMOUNT IN RELATION TO THE TENDER OFFER - XS2553825949

25 APRIL 2024


Full announcement, including disclaimers and offer/distribution restrictions, available via Euronext

Scroll below for previous offers related to Forvia S.E.


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"Maximum Acceptance Amount


Following the pricing of the New Notes on 24 April 2024, the Offeror announces today that the Maximum Acceptance Amount will be €200,000,000. The Offeror reserves the right, in its sole and absolute discretion, to accept for purchase an aggregate nominal amount of Notes representing an aggregate nominal amount that is significantly more, or less, than the Maximum Acceptance Amount, pursuant to the Tender Offer or to significantly increase or decrease the Maximum Acceptance Amount."


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FORVIA S.E. (FORMERLY FAURECIA S.E.) ANNOUNCES THE LAUNCH OF A TENDER OFFER to purchase for cash its €950,000,000 7.250 per cent. Sustainability-Linked Senior Notes due 2026 (ISIN XS2553825949) (of which €580,175,000 in aggregate nominal amount are outstanding) (the “Notes”) - XS2553825949

24 APRIL 2024


Full announcement, including disclaimers and offer/distribution restrictions, available via Euronext

Scroll below for previous offers related to Forvia S.E.


FORVIA S.E. (FORMERLY FAURECIA S.E.) ANNOUNCES THE LAUNCH OF A TENDER OFFER to purchase for cash its €950,000,000 7.250 per cent. Sustainability-Linked Senior Notes due 2026 (ISIN XS2553825949) (of which €580,175,000 in aggregate nominal amount are outstanding) (the “Notes”), subject to the Maximum Acceptance Amount (as defined herein), satisfaction or waiver of the New Issue Condition (as defined herein) and subject to satisfaction of the other conditions set out in the Tender Offer Memorandum (as defined herein) (the “Tender Offer”)

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Rationale for the Tender Offer


The purpose of the Tender Offer (and the potential make-whole redemption) is to proactively manage the overall maturity profile of the Offeror in an efficient manner. The Tender Offer provides holders of the Notes with the opportunity to sell their current holdings in the Notes and, if they so wish, to subscribe to the issuance of the New Notes as more fully described in the Tender Offer Memorandum."


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FORVIA S.E. (FORMERLY FAURECIA S.E.) ANNOUNCES THE RESULTS OF TENDER OFFERS - XS1785467751 - XS2553825949

07 MARCH 2024


Full announcement, including disclaimers and offer/distribution restrictions, available via Euronext

Scroll below for previous offers related to Forvia S.E.


...


"The Tender Offers expired at 4:00 p.m. (London time) on 6 March 2024 (the “Expiration Deadline”).


In accordance with the provisions of the Tender Offer Memorandum, the Offeror decided to increase (i) the Total Maximum Acceptance Amount (as defined in the Tender Offer Memorandum) from €750,000,000 to €800,000,000 and (ii) the 2026 Notes Sub-Cap (as defined in the Tender Offer Memorandum) from €150,000,000 to €219,746,000.


Final Results of the Tender Offers


Final aggregate nominal amount of 2025 Notes accepted for purchase by the Offeror pursuant to the relevant Tender Offer: €580,254,000

Aggregate nominal amount of 2025 Notes tendered pursuant to the relevant Tender Offer as at the Expiration Deadline: €580,254,000

Pro-ration factor in relation to 2025 Notes: Not applicable

Aggregate nominal amount of 2025 Notes outstanding after the Settlement Date (as defined below): €419,746,000


Final aggregate nominal amount of 2026 Notes accepted for purchase by the Offeror pursuant to the relevant Tender Offer: €219,746,000

Aggregate nominal amount of 2026 Notes tendered pursuant to the relevant Tender Offer as at the Expiration Deadline: €542,065,000

Pro-ration factor in relation to 2026 Notes: 38.3624%

Aggregate nominal amount of 2026 Notes outstanding after the Settlement Date: €580,175,000


Final Acceptance Amount: €800,000,000."


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FORVIA S.E. (FORMERLY FAURECIA S.E.) ANNOUNCES THE TOTAL MAXIMUM ACCEPTANCE AMOUNT IN RELATION TO THE TENDER OFFERS - XS1785467751 - XS2553825949

01 MARCH 2024


Full announcement, including disclaimers and offer/distribution restrictions, available via Euronext

Scroll below for previous offers related to Forvia S.E.


...


"Total Maximum Acceptance Amount


Following the pricing of the New Notes on 29 February 2024, the Offeror announces today that the Total Maximum Acceptance Amount will be €750,000,000. The Offeror reserves the right, in its sole and absolute discretion, to accept for purchase an aggregate nominal amount of Notes representing an aggregate nominal amount that is significantly more, or less, than the Total Maximum Acceptance Amount or the 2026 Notes Sub-Cap, as applicable, pursuant to the Tender Offers or too significantly increase or decrease the Total Maximum Acceptance Amount or the 2026 Notes Sub-Cap, as applicable."


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FORVIA S.E. (the Offeror) announces the launch of tender offers (the Tender Offers) for (ISIN XS1785467751) and (ISIN XS2553825949)

28 FEBRUARY 2024


Full announcement, including disclaimers and offer/distribution restrictions, available via Euronext

Scroll below for previous offers related to Forvia S.E.


FORVIA S.E. (the Offeror) announces the launch of tender offers (the Tender Offers) for (i) the €1,000,000,000 2.625 per cent. Senior Notes due 2025 (ISIN XS1785467751) (of which €1,000,000,000 in aggregate nominal amount are outstanding) (the 2025 Notes) and the (ii) €950,000,000 7.250 per cent. Sustainability-Linked Senior Notes due 2026 (ISIN XS2553825949) (of which €799,921,000 in aggregate nominal amount are outstanding) (the 2026 Notes and, together with the 2025 Notes, the Notes).

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Rationale for the Tender Offers


The purpose of the Tender Offers is to proactively manage the overall maturity profile of the Offeror in an efficient manner. The Tender Offers provide holders of the Notes with the opportunity to sell their current holdings in the Notes and, if they so wish, to subscribe to the issuance of the New Notes as more fully described in the Tender Offer Memorandum."


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FORVIA S.E. (the Offeror) announces the results of the tender offer (the Tender Offer) for the €950,000,000 7.250 per cent. Sustainability-Linked Senior Notes due 2026 (ISIN XS2553825949) (the Notes)

08 DECEMBER 2023


Full announcement, including disclaimers and offer/distribution restrictions, available via Euronext


"FORVIA S.E. (the Offeror) announces the results of the tender offer (the Tender Offer) which expired at 4:00 p.m. (London time) on 7 December 2023 (the Expiration Deadline) for the €950,000,000 7.250 per cent. Sustainability-Linked Senior Notes due 2026 (ISIN: XS2553825949) (the Notes).


The Notes are admitted to trading on Euronext Dublin.


Final Results of the Tender Offer


Final aggregate nominal amount of Notes accepted for purchase by the Offeror pursuant to the Tender Offer: €150,079,000

Aggregate nominal amount of Notes tendered pursuant to the Tender Offer as at the Expiration Deadline: €301,528,000

Pro-ration factor: 48.00%

Aggregate nominal amount of Notes outstanding after the Settlement Date (as defined below): €799,921,000."


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FORVIA S.E. (the Offeror) announces the launch of a tender offer (the Tender Offer) for the €950,000,000 7.250 per cent. Sustainability-Linked Senior Notes due 2026 (ISIN XS2553825949) (the Notes)

01 DECEMBER 2023


Full announcement, including disclaimers and offer/distribution restrictions, available via Euronext




"Introduction to the Tender Offer


On the terms and subject to the conditions contained in the Tender Offer Memorandum (including the Maximum Cash Consideration (as defined below)), the Offeror invites holders of the Notes (subject to the offer restrictions contained herein) to tender Notes for purchase by the Offeror for a cash amount equal to the product of (i) the aggregate principal amount of the Notes validly tendered and accepted for purchase, and (ii) the Purchase Price, rounded to the nearest €0.01 (with €0.005 being rounded upwards), plus any applicable Accrued Interest. Subject to applicable law, the Offeror may, in its sole and absolute discretion, extend, amend or terminate the Tender Offer as provided in the Tender Offer Memorandum. Details of any such extension, amendment or termination will be published by an announcement issued as soon as is reasonably practicable after the relevant decision is made and by no later than the first Business Day following any such extension, amendment or termination. The Offeror reserves the right, in its sole and absolute discretion, not to accept any Electronic Tender Instructions (as defined in the Tender Offer Memorandum), nor to purchase any of the Notes if this would contravene any applicable law or for any other reason. The Offeror intends to cancel the Notes purchased by it pursuant to the Tender Offer and such Notes will therefore not be re-issued or re-sold. Notes which have not been validly offered and accepted for purchase pursuant to the Tender Offer will remain outstanding.



Rationale for the Tender Offer


The purpose of the Tender Offer is to proactively manage and reduce the overall indebtedness of the Offeror using available liquidity, whilst at the same time providing liquidity to holders of the Notes."


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