TIDM95BM
RNS Number : 2277C
Sampo PLC
17 June 2021
THIS NOTICE IS IMPORTANT AND REQUIRES THE IMMEDIATE ATTENTION OF
NOTEHOLDERS. IF ANY NOTEHOLDER IS IN ANY DOUBT AS TO THE ACTION IT
SHOULD TAKE, IT SHOULD SEEK ITS OWN FINANCIAL AND LEGAL ADVICE,
INCLUDING AS TO ANY TAX CONSEQUENCES, IMMEDIATELY FROM ITS BROKER,
BANK MANAGER, SOLICITOR, ACCOUNTANT OR OTHER INDEPENT FINANCIAL,
TAX OR LEGAL ADVISER.
Sampo plc
(incorporated with limited liability in Finland)
(the Issuer)
NOTICE OF SEPARATE MEETINGS
of the holders of the following outstanding series of its
notes
Aggregate nominal
Description of Notes ISIN / Common Code amount outstanding
---------------------------------------------- -------------------------- --------------------
EUR750,000,000 1.00 per cent. Notes due 2023
(the 2023 Notes) XS1520733301 / 152073330 EUR521,552,000
EUR500,000,000 1.25 per cent. Notes due 2025
(the 2025 Notes) XS1622193750 / 162219375 EUR 372,839,000
(together the Notes and each series of the Notes a Series)
NOTICE IS HEREBY GIVEN that separate meetings (each a Meeting
and together the Meetings) of the holders of each Series (the
Noteholders), each convened by the Issuer, will be held via
teleconference on 9 July 2021 for the purpose of considering and,
if thought fit, passing the following resolution, which will be
proposed as an Extraordinary Resolution at the relevant Meeting in
accordance with the provisions of an Amended and Restated Issue and
Paying Agency Agreement dated 4 April 2013, as subsequently
modified, supplemented and/or restated from time to time in
relation to the relevant Series (the Agency Agreement) and made
between the Issuer and Citibank, N.A., London Branch (the Fiscal
Agent). The Meeting in respect of the 2023 Notes will commence at
10.00 a.m. (London time) with the Meeting in respect of the 2025
Notes being held 15 minutes thereafter or after the completion of
the Meeting in respect of the 2023 Notes (whichever is later).
Capitalised terms used but not defined in this Notice have the
meanings given to them in the Meeting Provisions (as defined under
"Voting and Quorum" below) or the relevant Conditions (as defined
in paragraph 1 of the Extraordinary Resolution below), as
applicable.
EXTRAORDINARY RESOLUTION
"THAT this meeting of the holders (the Noteholders) of the
outstanding [EUR750,000,000 1.00 per cent. Notes due 2023 (ISIN:
XS1520733301)]/[EUR500,000,000 1.25 per cent. Notes due 2025 (ISIN:
XS1622193750)] (the Notes) of Sampo plc (the Issuer) and issued
with the benefit of an Amended and Restated Issue and Paying Agency
Agreement dated 4 April 2013, as subsequently modified,
supplemented and/or restated from time to time in relation to the
Notes (the Agency Agreement) and made between the Issuer and
Citibank, N.A., London Branch (the Fiscal Agent), hereby :
1. assents to the modification of the terms and conditions of
the Notes (the Conditions) as set out in the Base Prospectus dated
[6 April 2016](1) /[12 April 2017](2) prepared in connection with
the Issuer's Euro Medium Term Note Programme, as completed by the
Final Terms applicable to the Notes dated [15 November 2016](3)
/[26 May 2017](4) (the Final Terms) to provide for all, but not
some only, of the Notes to be redeemed on the Early Redemption Date
at the Early Redemption Amount together with any accrued and unpaid
interest from (and including) the immediately preceding interest
payment date for the Notes to (but excluding) the Early Redemption
Date (each capitalised term not otherwise defined in this paragraph
having the meaning given in the Amended and Restated Final Terms
(as defined in paragraph 3 below)), all as set out in the Amended
and Restated Final Terms;
2. sanctions every abrogation, modification, variation or
compromise of, or arrangement in respect of, the rights of the
Noteholders and/or Couponholders against the Issuer, whether or not
such rights arise under the Agency Agreement, the Notes or
otherwise or involved in or resulting from or to be effected by,
the modifications referred to in paragraph 1 of this Extraordinary
Resolution and their implementation;
3. authorises, directs, requests, instructs and empowers the Issuer to:
(a) give effect to and implement the modifications referred to
in paragraph 1 of this Extraordinary Resolution, on or shortly
after the passing of this Extraordinary Resolution and the
satisfaction of the condition in paragraph 4 below, by the
execution of an amended and restated Final Terms (the Amended and
Restated Final Terms) in the form of the draft produced to this
meeting, with such amendments (if any) as may be deemed necessary,
desirable or expedient by the Issuer, in its sole discretion, to
give effect to this Extraordinary Resolution; and
(b) concur in, and execute and do all such other deeds,
instruments, acts and things as may be necessary, desirable or
expedient, in the sole discretion of the Issuer, to carry out and
give effect to this Extraordinary Resolution and the implementation
of the modifications referred to in paragraph 1 of this
Extraordinary Resolution;
4. declares this Extraordinary Resolution shall be in all
respects conditional on the acceptance for purchase by the Issuer
of all of the Notes validly tendered in the Offer, the occurrence
of which shall be notified by the Issuer to Noteholders promptly by
the delivery of such notice to the Clearing Systems and by the
publication of such notice through RNS (which notice shall be
deemed to be given on the day on which it is delivered to the
Clearing Systems);
5. acknowledges that the term Offer, as used in this
Extraordinary Resolution, shall mean the invitation by the Issuer
to Noteholders (subject to the offer restrictions set out in the
Tender Offer Memorandum dated 17 June 2021 issued by the Issuer in
relation to, amongst other securities, the Notes (the Tender Offer
Memorandum)) to tender their Notes for purchase by the Issuer for
cash, as further described in the Tender Offer Memorandum and as
the same may be amended in accordance with its terms; and
6. irrevocably waives any claim that Noteholders may have
against the Issuer arising as a result of any loss or damage which
Noteholders may suffer or incur as a result of the Issuer acting on
this Extraordinary Resolution and/or its execution of the Amended
and Restated Final Terms and further confirms and agrees that
Noteholders will not hold the Issuer liable for any such loss or
damage."
1. Applicable for the EUR750,000,000 1.00 per cent. Notes due 2023 (ISIN: XS1520733301)
2. Applicable for the EUR500,000,000 1.25 per cent. Notes due 2025 (ISIN: XS1622193750)
3. Applicable for the EUR750,000,000 1.00 per cent. Notes due 2023 (ISIN: XS1520733301)
4. Applicable for the EUR500,000,000 1.25 per cent. Notes due 2025 (ISIN: XS1622193750)
Background
The Offers and Proposals
The Issuer has convened the Meetings for the purpose of enabling
the Noteholders to consider and resolve, if they think fit, to pass
the Extraordinary Resolution proposed in relation to the Notes of
each Series.
Noteholders are further given notice that the Issuer has (i)
invited Noteholders (subject to offer restrictions, as referred to
below and more fully described in the Tender Offer Memorandum) to
tender their Notes of each Series for purchase by the Issuer for
cash (each such invitation, an Offer and together the Offers); and
(ii) invited Noteholders to approve the modification of the
Conditions of the relevant Series (as described in paragraph 1 of
the Extraordinary Resolution above) to provide, inter alia, for the
redemption (the Issuer Early Redemption) of all, but not some only,
of such Series remaining outstanding (if any) on settlement of the
relevant Offer (such proposal to amend the Conditions in respect of
each Series, a Proposal and together the Proposals), each as
further described in the Tender Offer Memorandum.
The Offers are subject to offer restrictions in, among other
countries, the United States, Italy, France and Finland, all as
more fully described in the Tender Offer Memorandum.
Purchase Prices
Pursuant to the Offers the Issuer will pay, on the settlement
date (the Settlement Date) for the relevant Offer(s), for the Notes
of each Series accepted by it for purchase pursuant to the relevant
Offer(s), a cash purchase price for such Notes (in respect of each
Series, a Purchase Price) to be determined in the manner described
in the Tender Offer Memorandum.
Early Redemption Amounts
If the Extraordinary Resolution in respect of a Series is passed
at the relevant Meeting and the Amended and Restated Final Terms in
respect of such Series is executed by the Issuer, all, but not some
only, of Notes of such Series that remain outstanding will be
redeemed pursuant to the Issuer Early Redemption at an early
redemption amount (in respect of each Series, the Early Redemption
Amount) to be determined in the manner described below, plus any
accrued and unpaid interest, on the date (in respect of each
Series, the Early Redemption Date) specified in the relevant
Amended and Restated Final Terms, which is expected to be 14 July
2021 (assuming no adjournment is needed for the relevant
Meeting(s)).
Each Early Redemption Amount will be determined by reference to
a fixed redemption yield of (I) in the case of the 2023 Notes,
-0.400 per cent. and (II) in the case of the 2025 Notes, -0.275
per cent., in each case in accordance with market convention, and
will be expressed as a percentage of the nominal amount of the
Notes of the relevant Series (rounded to the nearest 0.001 per
cent., with 0.0005 per cent. rounded upwards). Each Early
Redemption Amount is intended to reflect (a) in the case of the
2023 Notes, a yield to maturity of the 2023 Notes or (b) in the
case of the 2025 Notes, a yield to 1 March 2025 (being the first
optional call date for the 2025 Notes), in each case on the Early
Redemption Date based on the relevant fixed redemption yield
specified above. Specifically, each Early Redemption Amount will
equal (a) the value of all remaining payments of principal and
interest on the relevant Series up to and including (i) in the case
of the 2023 Notes, the scheduled maturity date and (ii) in the case
of the 2025 Notes, 1 March 2025 (being the first optional call date
for the 2025 Notes and assuming redemption of the 2025 Notes on
that date), in each case discounted to the relevant Early
Redemption Date at a discount rate equal to the relevant fixed
redemption yield specified above, minus (b) accrued and unpaid
interest for such Series on the Early Redemption Date.
For information purposes only, the Early Redemption Amount in
respect of each Series will, when determined in the manner
described in this Notice on the basis of an Early Redemption Date
of 14 July 2021, be (i) in respect of the 2023 Notes, 103.073 per
cent. and (ii) in respect of the 2025 Notes, 105.567 per cent.
Should the relevant Early Redemption Date in respect of either
Series differ from 14 July 2021, the Early Redemption Amount in
respect of such Series will be recalculated, all as further
described above.
Early Consent Fee
Pursuant to the Proposals, any Noteholder who submits a Voting
Only Instruction (as described in the Tender Offer Memorandum) in
favour of the relevant Extraordinary Resolution that is received by
the Tender and Information Agent by no later than the 5.00 p.m.
(London time) on 1 July 2021 (the Early Voting Deadline) (and that
is not subsequently revoked in the limited circumstances in which
revocation is permitted) will be eligible to receive an early
consent fee (in respect of each Series, an Early Consent Fee) if
the Extraordinary Resolution for the relevant series of Notes is
passed, the Issuer accepts all Notes of the relevant Series validly
tendered for purchase pursuant to the relevant Offer, and the
Amended and Restated Final Terms is executed by the Issuer in
respect of the relevant Series, all as more fully described in the
Tender Offer Memorandum.
The relevant Early Consent Fee will be paid to such Noteholder
in addition to any applicable Early Redemption Amount and accrued
and unpaid interest payable on the Early Redemption Date pursuant
to the Issuer Early Redemption.
The Early Consent Fee in respect of each Series will be an
amount equal to (i) the relevant Purchase Price for any Notes of
such Series validly tendered and accepted for purchase by the
Issuer pursuant to the relevant Offer less (ii) the relevant Early
Redemption Amount for such Series.
For information purposes only, the Early Consent Fee in respect
of each Series will, when determined in the manner described in
this Notice on the basis of a Settlement Date for the relevant
Offer of 13 July 2021 and an Early Redemption Date for the relevant
Proposal of 14 July 2021, be (i) in respect of the 2023 Notes,
0.568 per cent. and (ii) in respect of the 2025 Notes, 1.243 per
cent. Should the relevant Settlement Date and/or Early Redemption
Date in respect of either Series differ from the relevant date
above, the Early Consent Fee in respect of such Series will be
recalculated, all as further described above.
General
The amounts payable by the Issuer for any Notes of the relevant
Series redeemed on the relevant Early Redemption Date pursuant to
the Issuer Early Redemption together with the relevant Early
Consent Fee will be the same as amounts payable by the Issuer
pursuant to the relevant Offer for equal nominal amounts of the
relevant Notes purchased at the relevant Purchase Price.
If the Proposal for either or both Series is implemented, such
Series shall be automatically redeemed on the Early Redemption Date
without any further action being required to be taken by the Issuer
or the holder of the relevant Notes.
Noteholders should refer to the draft Amended and Restated Final
Terms in respect of the relevant Series for full details of the
manner in which the Conditions for such Series are proposed to be
modified as referred to above.
The Offers and the Proposals are being made as part of the
Issuer's commitment to the active management of its balance sheet.
The purpose of the Offers and the Proposals is to pro-actively
manage the Issuer's upcoming redemptions and to reduce gross debt.
The Issuer intends to cancel all of the Notes acquired pursuant to
the Offers. Notes which have not been validly tendered and accepted
for purchase pursuant to the relevant Offer(s) will (i) if the
Proposal in respect of the relevant Series is implemented, be
automatically redeemed on the Early Redemption Date (as described
above) or (ii) if the Proposal in respect of the relevant Series is
not implemented, remain outstanding on their existing terms.
A statement as required by Listing Rule 17.3.12(b) of the market
values for the Notes on the first dealing day in each of the six
months before the date of this Notice and on the latest practicable
date before the sending of this Notice has not been included in
this Notice as no such market values for the Notes have been
published by the Stock Exchange Daily Official List during such
period.
The directors of the Issuer confirm that, as far as they are
aware, they have no interests in the Notes.
General
Subject to the offer and distribution restrictions set out in
the Tender Offer Memorandum, Noteholders may obtain, from the date
of this Notice, a copy of the Tender Offer Memorandum from the
Tender and Information Agent, the contact details for which are set
out below. A Noteholder will be required to produce evidence
satisfactory to the Tender and Information Agent as to his or her
status as a Noteholder and that he or she is a person to whom the
relevant Offer is being made (pursuant to the offer and
distribution restrictions referred to above) or to whom it is
lawful to send the Tender Offer Memorandum and to make an
invitation pursuant to the Offers and/or the Proposals under
applicable laws before being sent a copy of the Tender Offer
Memorandum. Copies of (i) this Notice, the Agency Agreement and the
current draft of the Amended and Restated Final Terms as referred
to in paragraph 3 of the Extraordinary Resolution to be put to the
Meeting of each Series and (ii) (subject to distribution
restrictions) the Tender Offer Memorandum are also available to
Noteholders on and from the date of this Notice up to and including
the time and date of the Meetings, from the Tender and Information
Agent. Any revised version of the draft Amended and Restated Final
Terms made available as described above and marked to indicate
changes to the draft made available on the date of this Notice will
supersede the previous draft of the Amended and Restated Final
Terms and Noteholders will be deemed to have notice of any such
changes. The draft Amended and Restated Final Terms are not
expected to vary materially from the version made available on the
date of this Notice.
The attention of Noteholders is particularly drawn to the
procedures for voting, quorum and other requirements for the
passing of the Extraordinary Resolutions at the Meetings or any
meeting held following any adjournment of any Meeting, which are
set out in paragraph 2 of "Voting and Quorum" below. Having regard
to such requirements, Noteholders are strongly urged either to
attend the relevant Meeting(s) or to take steps to be represented
at the relevant Meeting(s) (including by way of submitting Tender
Instructions or Voting Only Instructions in respect of the relevant
Proposal (all such terms as defined in the Tender Offer
Memorandum)) as soon as possible. Noteholders who attend the
relevant Meeting(s) or take steps to be represented at the relevant
Meeting(s) other than by way of submitting Tender Instructions or
Voting Only Instructions in respect of the relevant Proposal by the
Early Voting Deadline should note that they will not be eligible to
receive the relevant Purchase Price or Early Consent Fee, as
applicable.
Voting and Quorum
Noteholders who have submitted and not revoked (in the limited
circumstances in which revocation is permitted) a valid Tender
Instruction or Voting Only Instruction in respect of the relevant
Proposal, by which they will have given instructions for the
appointment of one or more representatives of the Tender and
Information Agent by the Fiscal Agent as their proxy to vote (a) in
the case of Tender Instructions, in favour of, or (b) in the case
of Voting Only Instructions, in favour of or against (as specified
in the relevant Voting Only Instruction) the Extraordinary
Resolution to be proposed at the relevant Meeting and any meeting
held following any adjournment of the relevant Meeting, need take
no further action to be represented at the relevant Meeting or any
such adjourned meeting.
Noteholders who have not submitted or have submitted and
subsequently revoked (in the limited circumstances in which such
revocation is permitted) a Tender Instruction or Voting Only
Instruction in respect of the relevant Proposal should take note of
the provisions set out below detailing how such Noteholders can
attend or take steps to be represented at the relevant Meeting
(references to which, for the purpose of such provisions, include,
unless the context otherwise requires, any meeting held following
any adjournment of the relevant Meeting).
1. The provisions (the Meeting Provisions) governing the
convening and holding of a meeting of the Noteholders are set out
in a Schedule to the Agency Agreement. Copies of the Agency
Agreement are available for inspection by Noteholders as referred
to above.
Each person (a beneficial owner) who is the owner of a
particular nominal amount of the Notes through Euroclear Bank SA/NV
(Euroclear) or Clearstream Banking S.A. (Clearstream, Luxembourg)
or a person who is shown in the records of Euroclear or
Clearstream, Luxembourg as a holder of the Notes (a Direct
Participant), should note that a beneficial owner will only be
entitled to attend and vote at the relevant Meeting in accordance
with the procedures set out below and where a beneficial owner is
not a Direct Participant it will need to make the necessary
arrangements, either directly or with the intermediary through
which it holds its Notes, for the Direct Participant to complete
these procedures on its behalf.
In light of the ongoing developments in relation to coronavirus
(COVID-19), and current guidance issued by the United Kingdom and
Finnish governments, it may be impossible or inadvisable to hold
the Meetings at a physical location. Therefore, the Meetings are to
be held via teleconference. Any Noteholder who wishes to attend and
vote at a Meeting or any adjourned such Meeting in person must
indicate to the Tender and Information Agent (the contact details
for which are set out below) or any Paying Agent that they wish to
participate in person in, or otherwise be represented on, the
teleconference for the relevant Meeting (rather than being
represented by the Tender and Information Agent) and, accordingly,
they will be provided with further details about attending the
relevant Meeting.
In addition, any Noteholder who wishes to attend and vote at a
Meeting in person (by way of teleconference) will be required to
produce at such Meeting a valid voting certificate or certificates
issued by a Paying Agent. A Noteholder may obtain a voting
certificate in respect of its Notes from a Paying Agent (as
applicable) by arranging for its Notes to be blocked in an account
with Euroclear or Clearstream, Luxembourg (unless the Note is the
subject of a block voting instruction which has been issued and is
outstanding in respect of the relevant Meeting or any adjourned
such Meeting) not less than 48 hours before the time fixed for the
relevant Meeting (or, if applicable, any adjourned such Meeting),
and in each case within the relevant time limit specified by
Euroclear or Clearstream, Luxembourg, as the case may be, upon
terms that the Notes will not cease to be so blocked until the
first to occur of the conclusion of the relevant Meeting or any
adjourned such Meeting and the surrender of the voting certificate
to the Paying Agent and notification by the Paying Agent to
Euroclear or Clearstream, Luxembourg, as the case may be, of such
surrender or the compliance in such other manner with the rules of
Euroclear or Clearstream, Luxembourg, as the case may be.
For the purposes of this Notice, 24 hours means a period of 24
hours including all or part of a day upon which banks are open for
business in London (disregarding for this purpose the day upon
which such meeting is to be held) and such period shall be extended
by one period or, to the extent necessary, more periods of 24 hours
until there is included as aforesaid all or part of a day upon
which banks are open for business in London; 48 hours means 2
consecutive periods of 24 hours; and Clear Days means, in relation
to a meeting, no account shall be taken of the day on which the
notice of such meeting is given (or, in the case of an adjourned
meeting, the day on which the meeting to be adjourned is held) or
the day on which such meeting is held.
A Noteholder not wishing to attend and vote at a Meeting in
person may either deliver the voting certificate(s) to the person
whom it wishes to attend on its behalf or give a voting instruction
(in the form of an electronic voting instruction (an Electronic
Voting Instruction) in accordance with the standard procedures of
Euroclear and/or Clearstream, Luxembourg) to, and require the
Fiscal Agent to, include the votes attributable to its Notes in a
block voting instruction issued by the Fiscal Agent for such
Meeting or any adjourned such Meeting, in which case the Fiscal
Agent shall appoint a proxy to attend and vote at such Meeting in
accordance with such Noteholder's instructions.
If a Noteholder wishes the votes attributable to its Notes to be
included in a block voting instruction for the relevant Meeting or
any adjourned such Meeting, then (i) the Noteholder must arrange
for its Notes to be blocked in an account with Euroclear or
Clearstream, Luxembourg for that purpose and (ii) the Noteholder or
a duly authorised person on its behalf must direct the Fiscal Agent
as to how those votes are to be cast by way of an Electronic Voting
Instruction, not less than 48 hours before the time fixed for the
relevant Meeting and within the time limit specified by Euroclear
or Clearstream, Luxembourg, as the case may be, upon terms that the
Notes will not cease to be so blocked until the first to occur of
(i) the conclusion of the relevant Meeting or any adjourned such
Meeting and (ii) not less than 48 hours before the time for which
the relevant Meeting is convened, the notification in writing of
any revocation of a Noteholder's previous instructions to the
Fiscal Agent and the same then being notified in writing by the
Fiscal Agent to the Issuer at least 24 hours before the time
appointed for holding the relevant Meeting and such Notes ceasing
in accordance with the procedures of Euroclear or Clearstream,
Luxembourg, as the case may be, and with the agreement of the
Fiscal Agent to be held to its order or under its control, and that
such instruction is, during the period commencing 48 hours prior to
the time for which the relevant Meeting or any adjourned such
Meeting is convened and within the time limit specified by
Euroclear or Clearstream, Luxembourg, as the case may be, and
ending at the conclusion or adjournment thereof, neither revocable
nor capable of amendment.
2. The quorum required for each Extraordinary Resolution to be
considered at the relevant Meeting is at least one Voter (as
defined in the Meeting Provisions) holding or representing in the
aggregate not less than three-quarters of the aggregate nominal
amount of the relevant Series for the time being outstanding.
In the event such quorum is not present within 15 minutes from
the time initially fixed for a Meeting, such Meeting shall be
adjourned until such date, not less than 14 days nor more than 42
days later, and time and place as may be appointed by the chairman
of the relevant Meeting provided, however, that such Meeting shall
be dissolved if the Issuer so decides. At least 10 Clear Days'
notice shall be given of such adjourned meeting in accordance with
the Meeting Provisions. At any such adjourned Meeting at least one
Voter (as defined in the Meeting Provisions) holding or
representing in the aggregate a clear majority of the aggregate
nominal amount of the relevant Series for the time being
outstanding will form a quorum.
Voting certificates obtained and Electronic Voting Instructions
given in respect of any Meeting, including pursuant to a Tender
Instruction or a Voting Only Instruction in respect of the relevant
Proposal (unless revoked in accordance with the terms of Meeting
Provisions and, in the case of Electronic Voting Instructions, in
accordance with the procedures of Euroclear or Clearstream,
Luxembourg, as applicable) shall remain valid for any such
adjourned Meeting.
Noteholders should note these quorum requirements and should be
aware that, if the Noteholders either present or appropriately
represented at the relevant Meeting are insufficient to form a
quorum for the relevant Extraordinary Resolution, such
Extraordinary Resolution (and consequently the relevant aspects of
the relevant Proposal) cannot be formally considered thereat.
Noteholders are therefore encouraged either to attend the relevant
Meeting in person (by way of teleconference) or to arrange to be
represented at the relevant Meeting as soon as possible.
3. Every question submitted to a Meeting shall be decided in the
first instance by a show of hands.
Unless a poll is validly demanded before or at the time that the
result is declared, the Chairman's declaration that on a show of
hands a resolution has been passed, passed by a particular
majority, rejected or rejected by a particular majority shall be
conclusive, without proof of the number of votes cast for, or
against, the resolution. Where there is only one Voter, this
paragraph shall not apply and the resolution will immediately be
decided by means of a poll.
On a show of hands every Voter (by way of teleconference) shall
have one vote.
On a poll every such person shall have one vote in respect of
each EUR1.00 in nominal amount outstanding of the Notes of the
relevant Series represented by the voting certificate so produced
or in respect of which he or she is a proxy.
4. To be passed at the relevant Meeting, an Extraordinary
Resolution requires a majority of at least three-quarters of the
votes cast in respect of such Extraordinary Resolution. If passed,
an Extraordinary Resolution shall be binding on all Noteholders of
the relevant Series, whether or not present at the Meeting at which
it is passed and whether or not voting.
This Notice is given by Sampo plc.
Noteholders should contact the following for further
information:
The Dealer Managers
Barclays Bank Ireland PLC (Email: eu.lm@barclays.com ;
Attention: Liability Management Group)
Nordea Bank Abp (Telephone: +45 61 61 29 96; Email:
NordeaLiabilityManagement@nordea.com ; Attention: Liability
Management)
The Tender and Information Agent
Lucid Issuer Services Limited (Telephone: +44 20 7704 0880,
Attention: Oliver Slyfield / Illia Vyshenskyi; Email:
sampo@lucid-is.com
The Fiscal Agent
Citibank, N.A., London Branch.
Dated: 17 June 2021
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END
NOGGPUUAQUPGUMM
(END) Dow Jones Newswires
June 17, 2021 03:52 ET (07:52 GMT)
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