HKFoods Plc Stock Exchange Release, Inside Information 8 August 2025 10.00 a.m.
EEST
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 OR SOUTH AFRICA OR SUCH OTHER COUNTRIES OR OTHERWISE IN
SUCH CIRCUMSTANCES IN WHICH THE OFFERING OF THE NEW CAPITAL SECURITIES OR THE
RELEASE, PUBLICATION OR DISTRIBUTION OF THIS ANNOUNCEMENT WOULD BE UNLAWFUL.
Inside information: HKFoods considers the issuance of new capital securities and
the redemption of its outstanding capital securities issued in 2018
HKFoods Plc (the "Company") contemplates the issuance of new unsecured hybrid
capital securities (the "New Capital Securities") with an expected size of EUR
20 million (the "Issue"). The potential Issue is expected to take place in the
near future, subject to market conditions. The New Capital Securities would not
have specified maturity date, but the Company would have right to redeem the New
Capital Securities for the first time on the third (3rd) anniversary of the
issue date.
New Capital Securities are hybrid instruments that are subordinated to certain
other debt obligations and are treated as equity in Company's consolidated
financial statements prepared in accordance with IFRS. The New Capital
Securities do not confer to its holders the rights of a shareholder and the New
Capital Securities do not dilute the holdings of the current shareholders.
The net proceeds of the Issue would be used for general corporate purposes,
particularly for refinancing the Existing Capital Securities (as defined below).
In addition, HKFoods considers exercising its optional redemption right in
respect of its outstanding capital securities issued on 17 September 2018 (ISIN:
FI4000348818) (the "Existing Capital Securities") in accordance with clause 7.5
(Redemption at the option of the Issuer) of the terms and conditions of the
Existing Capital Securities. The issuing of a separate call notice for the
redemption of the Existing Capital Securities would occur after the Issue of the
New Capital Securities.
Nordea Bank Abp and OP Corporate Bank plc act as the joint lead managers in the
potential Issue.
HKFoods Plc
Juha Ruohola
CEO
Further information:
Juha Ruohola, CEO, tel. +358 400 647 160
Mika Tilli, CFO, tel. +358 50 538 5793
HKFoods Media Service Desk tel. +358 10 570 5700 or communications@hkfoods.com
With 110 years of experience, we at HKFoods make life tastier - today and
tomorrow. With 3,000 professionals, we make responsible and locally produced
food to meet consumers' varied food moments. Our well-known brands in Finland
are HK®, Kariniemen® and Via®. We are developing a more climate-friendly way of
producing food. HKFoods is a publicly listed company, and in 2024, our net sales
totalled EUR 1
billion.www.hkfoods.com (https://protect.checkpoint.com/v2/r02/___http://www.hkfo
ods.com___.YzJlOmhrZm9vZHNveWo6YzpvOjFjMWQ1NWNhYTUyODE2OTI3NjkzMmMyMGUyMjA3NTY2Oj
c6ZjJiNDphNWZhZTRmODcyNTE5ZmVlMzkxNmE5NjRmNDdlNTVmMjM3ZmY5NDdjOTQ5MmRiNTJiYzM3MmY
yMDk1MGQ0YjVjOnA6VDpU)
Distribution:
www.hkfoods.com
Nasdaq Helsinki
Main media
Important Information
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, 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 Capital Securities or Existing Capital
Securities in any jurisdiction in which such an offer, solicitation, or sale
would be unlawful prior to registration, exemption from registration or
qualification under the securities laws of any such jurisdiction.
This communication does not constitute an offer of securities for sale in the
United States. The Existing Capital Securities or the New Capital Securities
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 may not be offered or sold, directly or
indirectly, within the United States or to, or for the account or benefit of,
U.S. persons 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 the New Capital Securities or
the Existing Capital Securities to the public in the United Kingdom. No
prospectus has been or will be approved in the United Kingdom in respect of the
New Capital Securities or the Existing Capital Securities. Consequently, this
communication is directed only at (i) persons who are outside the United
Kingdom, (ii) persons in the United Kingdom that are qualified investor within
the meaning of Article 2(e) of the Prospectus Regulation as incorporated into UK
domestic law by virtue of the European Union (Withdrawal) Act 2018 that are also
(a) investment professionals falling within Article 19(5) of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"),
(b) high net worth entities, and (iii) other persons to whom it may lawfully be
communicated, falling within Article 49(2) of the Order (all such persons
together being referred to as "relevant persons"). Any investment activity to
which this communication relates will only be available to, and will only be
engaged with, relevant persons. Any person who is not a relevant person should
not act or rely on this document or any of its contents.