Vienna, this 2 December 2021
UNIQA Insurance Group AG ("UNIQA" or the "Company") publicly announced on 25 November 2021 that it invites holders of its (a) EUR 350,000,000 Subordinated Fixed to Floating Rate Bonds with scheduled maturity in 2043 and a first issuer call date on 31 July 2023, ISIN XS0808635436 (the "2023 Notes"), and (b) EUR 500,000,000 Subordinated Fixed to Floating Rate Bonds with scheduled maturity in 2046 and a first issuer call date on 27 July 2026, ISIN XS1117293107 (the "2026 Notes"; together with the 2023 Notes the "Notes" and each a "Series"), to tender their Notes up to an aggregate maximum principal amount of EUR 300,000,000 or such other amount as the Company may determine in its sole discretion for repurchase by the Company (the "Tender Offer" or the "Repurchase").
The period to tender Notes has expired on 1 December 2021.
The preliminary results of the Repurchase are as follows (terms used below have the same meaning as in the English language tender offer memorandum prepared by the Company):
- Indicative Maximum Tender Amount: EUR 300,000,000.
- Indicative aggregate principal amount of Notes of each Series validly tendered and intended to be accepted for purchase:
a. Indicative 2023 Notes Acceptance Amount: EUR 198,500,000;
b. Indicative 2026 Notes Acceptance Amount: EUR 101,500,000.
- Indicative relevant Tender Pro-Rating Factor for each Series:
a. 2023 Notes: 89.90 %;
b. 2026 Notes: 51.54 %.
The final Maximum Tender Amount, the final 2023 Notes Acceptance Amount, the final 2026 Notes Acceptance Amount and the final Tender Pro-Rating Factors will be announced in the announcement of the final results of the Tender Offer on the date of pricing, following a bookbuilding process, of newly issued subordinated (Tier 2) fixed to floating rate notes with a minimum denomination of EUR 100,000 (the "New Notes"). The Repurchase will be conditional upon successful placement of the New Notes in the same principal amount as Notes repurchased, which is subject to market conditions.
This communication is a mandatory notification under Article 17 of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (Market Abuse Regulation).
This communication is for information purposes only and does not constitute an offer to sell or an offer or solicitation to buy or subscribe to securities, nor does it constitute financial analysis or advice or a recommendation relating to financial instruments. The securities have not been and will not be registered under foreign securities laws, in particular not under the U.S. Securities Act of 1933, as amended ("Securities Act") and may not be offered or sold, in particular in the United States of America ("USA"), without registration or exemption from the registration requirements under the Securities Act.
This communication is not intended for distribution in or within the USA, Australia, Canada or Japan or any other country where such distribution or dissemination would be unlawful and may not be distributed or forwarded to publications with a general circulation in the USA. There will be no public offering of securities in the USA.
This communication does not constitute and shall not, in any circumstances, constitute a public offering nor an invitation to the public in connection with any offer within the meaning of the European Prospectus Regulation (EU) 2017/1129 (the "Prospectus Regulation"). The offer and sale of the New Notes will be made pursuant to an exemption under the Prospectus Regulation from the requirement to produce a prospectus for offers of securities.
A listing prospectus will exclusively be prepared for the purpose of admitting the New Notes to trading on the Official Market of the Vienna Stock Exchange. Once approved by the Austrian Financial Markets Authority, the listing prospectus will be available for download free of charge in electronic form from the issuer's website at https://www.uniqagroup.com/gruppe/versicherung/investor-relations/Anleihen.en.html.
In case or inquiries please contact:
UNIQA Insurance Group AG
Michael Oplustil, Investor Relations
+43 (0)1 21175 3236
+43 664 88915215