Sunborn London Oyj Stock Exchange Release
NOT TO BE RELEASED, PUBLISHED OR DISTRIBUTED, DIRECTLY OR INDIRECTLY IN OR INTO THE UNITED STATES, CANADA, NEW ZEALAND, AUSTRALIA, JAPAN, HONG KONG, SINGAPORE OR SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.
Listing of Sunborn London Oyj EUR 32,000,000 Bonds
On 26 September 2016, Sunborn London Oyj (the " Company ") issued in Norway senior secured bonds with an aggregate nominal amount of EUR 32,000,000 (the " Bonds "). The floating rate of interest of the Bonds is EURIBOR (3 months) plus 5.50% per annum.
In accordance with the Bonds' terms, the Company applied for the Bonds to be admitted to trading on the official list of Nasdaq Helsinki Ltd. The listing is expected to take place on or about 19 April 2017.
The Finnish Financial Supervisory authority approved the prospectus for the purpose of admission to listing of the Bonds on 21 March 2017.
Sunborn London Oyj
Board of Directors
For further information, please contact: Xavier Valero Head of Legal Affairs, Sunborn London Oyj, tel. +358 2 44 54 517 xavier.valero@sunborn.com
Distribution
Nasdaq Helsinki Ltd
Key Media
www.sunborn.com/sblondonlisting
Important regulatory notice
Information contained in this announcement is not for publication or distribution, directly or indirectly, in or into the United States, Canada, New Zealand, Australia, Japan, Hong Kong, Singapore or South Africa. These written materials do not constitute an offer for sale of securities in the United States, nor may the securities be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended, and the rules and regulations thereunder. The Company does not intend to register any part of the securities offered under the bond issuances in the United States, and there will be no public offering of the securities in the United States.
The issuance, utilization and/or sale of securities in certain jurisdictions may be restricted by law or otherwise. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. The Company accepts no responsibility where these restrictions are breached.
This announcement is not to be considered an offer or invitation to sell, or any solicitation of an offer to buy or subscribe for an offer of securities, and the securities will not be offered or sold 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. Investors should not accept any offer, or acquire or subscribe to the securities referred to herein unless they make the decision on the basis of the information contained in any final form prospectus published in connection with any such securities and which is published and distributed by the Company.
The Company has not authorised the offering of the securities to the public in any member state of the European Economic Area (the "EEA") other than Finland. Apart from Finland, no steps or measures have been taken nor will be taken to enable offering to the public in any member state of the EEA that has implemented the Prospectus Directive (each, a "Relevant Member State"), in a manner which would require publishing a prospectus under the Prospectus Directive in the Relevant Member State. Accordingly, the offer is only (a) addressed to and directed at persons in Relevant Member States who are "qualified investors" as defined in the Prospectus Directive, or (b) made in any other circumstances falling within Article 3(2) of the Prospectus Directive. In this paragraph, the expression an "offer to the public" means the communication in any form and by any means of sufficient information on the terms of the offer and any securities to be offered so as to enable an investor to decide to utilize, purchase or subscribe to the securities, as the same may be varied in that Relevant Member State by any measure implementing the Prospectus Directive in that Relevant Member State. The expression "Prospectus Directive" means the Directive 2003/71/EC (as amended including by the Amendment Directive 2010 as it has been implemented in a Relevant Member State) including all relevant implementation measures in the Relevant Member State, and the expression "Amendment Directive 2010" means Directive 2010/73/EU.
Information contained in this announcement is directed only at (i) persons who are outside the United Kingdom or (ii) persons who 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") and (iii) high net worth companies, and other persons to whom it may lawfully be communicated, falling within Article 49(2) of the Order, (all such persons in (i), (ii) and (iii) above together being referred to as "Relevant Persons"). Any investment activity to which this announcement relates will be only available to, and will be engaged in only with, Relevant Persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.
