Ad hoc announcement: OMV announces redemption of the hybrid bond 2011 and considers issue of a new hybrid bond
OMV News, March 14, 2018 - 5:45 pm (CET)
Public disclosure of inside information according to Art 17 MAR
THIS AD-HOC ANNOUNCEMENT CONTAINS INFORMATION THAT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO THE UNITED STATES OF AMERICA, IN OR INTO AUSTRALIA, CANADA OR JAPAN OR INTO ANY OTHER JURISDICTION INTO WHICH DISSEMINATION IS UNLAWFUL.
The Executive Board of OMV Aktiengesellschaft (“OMV”) has decided to call and redeem the EUR 750 million hybrid bond issued by OMV in 2011 (ISIN XS0629626663) (”Hybrid Bond 2011”). Furthermore, the Executive Board of OMV considers the issue of a new perpetual, subordinated bond (“New Hybrid Bond”) with a total volume of up to EUR 500 million.
In accordance with § 5 (3) of the terms and conditions of the Hybrid Bond 2011 OMV will call and redeem the Hybrid Bond 2011 at its nominal value plus interest on the first possible call date, April 26, 2018 (the First Call Date). Formal notice of termination in accordance with the terms and conditions of the Hybrid Bond 2011 will be given separately. The redemption payment will be effected through the paying agents. The hybrid bond 2015 (tranche 1 (ISIN XS1294342792) and tranche 2 (ISIN XS1294343337)) is not affected by this call of the Hybrid Bond 2011.
The potential issue of the New Hybrid Bond depends inter alia on given market conditions and could take place within the next 18 months, in any event at the earliest in May 2018. The potential New Hybrid Bond shall have no maturity date and may be redeemed by OMV on certain dates and under certain conditions. Details of a potential issue, such as the total nominal value, the issue price and the coupon, would be determined in a book building process based on given market conditions. The proceeds from the potential issue of a New Hybrid Bond shall be used for strengthening the Group's liquidity and financial flexibility as well as for general corporate purposes.
The information contained in this announcement does not constitute an offer to sell nor a solicitation to buy or subscribe for any securities of OMV Aktiengesellschaft. A public offer of securities of OMV Aktiengesellschaft may only be made in the relevant jurisdictions within the EU after publication and notification of a prospectus approved by a competent authority. Any orders to purchase securities received prior to the commencement of a public offer will be rejected. If a public offer of securities of OMV Aktiengesellschaft is made in Austria, a prospectus will be notified into Austria and published in accordance with the Austrian Capital Market Act and will be available on the website of the Luxembourg Stock Exchange (www.bourse.lu) and free of charge at OMV Aktienge¬sell¬schaft, Trabrennstraße 6-8, 1020 Vienna, Austria, during usual business hours. Any offer of securities of OMV Aktiengesellschaft in Austria will be made solely by means and on the basis of the published prospectus.
This information is not for release, publication or distribution in or into the United States of America and may not be distributed to "U.S. persons" (as defined in Regulation S under the U.S. Securities Act of 1933, as amended) or publications with a general circulation in the United States. This information does not constitute an offer of securities for sale in the United States. Securities may not be offered or sold in the United States or to "U.S. persons" absent registration or an applicable exemption from the registration under the Securities Act of 1933. There will be no public offer of securities of OMV Aktiengesellschaft in the United States.
OMV is producing and marketing oil and gas, innovative energy and high-end petrochemical solutions – in a responsible way. With Group sales of EUR 20 bn and a workforce of around 20,700 employees in 2017, OMV Aktiengesellschaft is one of Austria’s largest listed industrial companies. In Upstream, OMV has a strong base in Romania and Austria and a balanced international portfolio, with the North Sea, the Middle East & Africa and Russia as further core regions. 2017 daily production stood at approximately 348,000 boe/d. In Downstream, OMV operates three refineries with a total annual processing capacity of 17.8 mn tonnes and more than 2,000 filling stations in ten countries as of year-end 2017. OMV operates a gas pipeline network in Austria and gas storage facilities in Austria and Germany. In 2017, gas sales volumes amounted to 113 TWh.