NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, HONG KONG, JAPAN, NEW ZEALAND, SINGAPORE, SOUTH AFRICA OR SUCH OTHER COUNTRIES OR OTHERWISE IN SUCH CIRCUMSTANCES IN WHICH THE OFFERING OF THE NEW NOTES, THE TENDER OFFER OR THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.
YIT to withdraw the contemplated issuance of new Green Notes and the Voluntary Tender Offer for its outstanding 2024 Notes
YIT Corporation announced on 22 May 2023 that it considers the issuance of new EUR 100 million green euro denominated floating rate notes with maturity date in 2025 (the “New Notes”), with the issuance expected to take place in the near future subject to market conditions. At the same time, the company announced a cash tender offer for its EUR 100 million green floating rate notes due 31 March 2024 (ISIN: FI4000496294) (the “Notes”) in accordance with the terms and conditions set out in the Tender Offer Memorandum dated 22 May 2023 (the “Tender Offer”).
YIT Corporation announces today that it has decided to withdraw the contemplated issuance of the New Notes due to prevailing market conditions. Accordingly, the company has further decided to exercise its discretion and withdraw the Tender Offer in accordance with the terms and conditions set out in the Tender Offer Memorandum and therefore not to accept the Notes tendered for purchase pursuant to the Tender Offer due to the new issue condition not having been fulfilled. The withdrawal of the Tender Offer is unconditional and takes immediate effect.
YIT Corporation thanks investors for their engagement during the process and will review its options once the market conditions have stabilised.
Any Notes tendered pursuant to the Tender Offer will not be purchased and will be unblocked in Euroclear Finland Oy’s book-entry system. Notwithstanding the irrevocability of the tender instructions, all tender instructions in respect of the Notes will be deemed to be revoked automatically and all Notes tendered will be returned to their respective holders as soon as possible.
OP Corporate Bank plc acts as the Dealer Manager and Tender Agent in the Tender Offer. Information in respect of the Tender Offer may be obtained from the Dealer Manager.
OP Corporate Bank plc, +358 50 599 1281, email@example.com
OP Corporate Bank plc
Maija Taimi, SVP, Communications, YIT Corporation, tel. +358 50 487 1561, firstname.lastname@example.org
Distribution: Nasdaq Helsinki, major media, www.yitgroup.com
YIT is the largest Finnish and a significant North European development and construction company. We develop and build sustainable living environments: functional homes, future-proof public and commercial buildings, infrastructure for smooth mobility, and renewable energy solutions to benefit the climate. We employ around 5,000 professionals in nine countries: Finland, Sweden, Norway, Estonia, Latvia, Lithuania, the Czech Republic, Slovakia and Poland. Our revenue in 2022 was EUR 2.4 billion. YIT Corporation's share is listed on Nasdaq Helsinki. Read more: www.yitgroup.com
This announcement must be read in conjunction with the Tender Offer Memorandum. This announcement and the Tender Offer Memorandum contain important information which should be read carefully before any decision is made with respect to the Tender Offer. If any holder of Notes is in any doubt as to the contents of this announcement or the Tender Offer Memorandum or the action it should take, it is recommended to seek its own financial and legal advice, including in respect of any tax consequences, from its broker, bank manager, solicitor, accountant or other independent financial, tax or legal adviser. Any individual or company whose Notes are held on its behalf by a broker, dealer, bank, custodian, trust company or other nominee or intermediary must contact such entity if it wishes to tender such Notes pursuant to the Tender Offer. None of the company, the Dealer Manager or the Tender Agent makes any recommendation whether holders should tender Notes pursuant to the Tender Offer.
The information contained herein is not for release, publication or distribution, in whole or in part, directly or indirectly, in or into the United States, Australia, Canada, Hong Kong, Japan, New Zealand, Singapore, South Africa or such other countries or otherwise in such circumstances in which the release, publication or distribution would be unlawful. The information contained herein does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of, the New Notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such jurisdiction. No actions have been taken to register or qualify the New Notes, or otherwise to permit a public offering of the New Notes, in any jurisdiction.
This communication does not constitute an offer of New Notes for sale in the United States. The New Notes have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") or under the applicable securities laws of any state of the United States, and the New Notes may not be offered, sold, pledged or otherwise transferred, directly or indirectly, within the United States or to, or for the account or benefit of, any U.S. person (as such terms are defined in Regulation S under the Securities Act) except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act.
This communication does not constitute an offer of New Notes to the public in the United Kingdom. No prospectus has been or will be approved in the United Kingdom in respect of the New Notes. Consequently, this communication is addressed to and directed only at persons in the United Kingdom in circumstances where provisions of section 21(1) of the Financial Services and Markets Act 2000 as amended, do not apply and are solely directed at persons in the United Kingdom who (i) have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”), (ii) are persons falling within Article 49(2)(a) to (d) of the Order, or (iii) are other persons to whom it may be otherwise lawfully communicated (all such persons together being referred to as “relevant persons”). This release is directed only at relevant persons and any person who is not a relevant person must not act or rely on this release or any of its contents.