NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS, ANY STATE OF THE UNITED STATES AND THE DISTRICT OF COLUMBIA) OR TO ANY U.S. PERSON (AS DEFINED IN REGULATION S OF THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED) (THE "SECURITIES ACT") OR IN ANY JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS DOCUMENT. THE DISTRIBUTION OF THIS DOCUMENT IN CERTAIN JURISDICTIONS (IN PARTICULAR, THE UNITED STATES AND THE UNITED KINGDOM) MAY BE RESTRICTED BY LAW.
On 6 March 2024, Castellum AB (publ) (“Castellum") and its subsidiary Kungsleden AB (“Kungsleden”) (each an “Issuer” and together the “Issuers”) announced their joint invitation to the holders (the “Noteholders”) of certain of their outstanding SEK notes (the “Notes”) to tender their Notes for purchase by the respective Issuer for cash plus accrued and unpaid interest (however, subject to the Transaction Cap (as defined in the Tender Information Document) as set out below) (the “Tender Offer”). The Tender Offer is subject to the terms described in the tender information document dated 6 March 2024 (the ”Tender Information Document”). The Tender Offer is being made jointly by the Issuers as the Issuers form part of the same group, where Castellum is the parent company of the Group and Kungsleden is a subsidiary of Castellum.
In connection with the Tender Offer, Castellum has mandated Danske Bank A/S, Danmark, Sverige Filial (“Danske Bank”) and Nordea Bank Abp (“Nordea”) to act as joint bookrunners to investigate the possibility to issue new senior unsecured green notes denominated in SEK (the "New Notes”).
Pursuant to the terms set out in the Tender Information Document, the Tender Offer expires upon book close of the book building process for the New Notes.
Castellum now announces that the book building process for the New Notes has opened and that the Expiration Date will be at or around 11:00 a.m. (CET) today, 8 March 2024, unless the Tender Offer is extended, re-opened, withdrawn or terminated at the sole and absolute discretion of the Issuers. The Settlement Date is expected to be 15 March 2024. The Tender Offer remains conditional upon the consummation of the issue of the New Notes.
The Tender Information Document is available via Castellum’s website on the following link: https://www.castellum.com/investors/financing/mtn-programmes/
Danske Bank and Nordea are acting as arrangers and joint bookrunners in respect of the issuance of the New Notes and as dealer managers for the Tender Offer.
For further information, please contact the Issuer:
Castellum AB:
Joacim Sjöberg, Chief Executive Officer, Castellum Aktiebolag, +46 8 503 052 00
Jens Andersson, Chief Financial Officer, Castellum Aktiebolag, +46 (0)76-855 67 02
