Tender offer for hybrid capital securities

5.3.2024 08:58:48 CET | Ørsted A/S | Inside information

NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA (THE UNITED STATES), OR TO ANY US PERSON (AS DEFINED IN REGULATION S UNDER THE U.S. SECURITIES ACT OF 1933), OR IN OR INTO ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT OR THE TENDER OFFER MEMORANDUM (AS DEFINED BELOW).

This announcement and the Tender Offer Memorandum do not constitute an invitation to participate in the Offer (as defined below) in any jurisdiction in which, or to any person to or from whom, it is unlawful to make such invitation or for there to be such participation under applicable securities laws. The distribution of this announcement and the Tender Offer Memorandum in certain jurisdictions may be restricted by law.

Ørsted A/S (‘Ørsted’) hereby invites holders of its:

•    EUR 500,000,000 2.25 % hybrid capital securities due in 3017 (the ‘Capital Securities’; ISIN: XS1720192696)

to tender the Capital Securities for purchase by Ørsted on the terms and subject to the conditions set out in the tender offer memorandum dated 5 March 2024 (the ‘Tender Offer Memorandum’) (the ‘Offer’). The Offer is subject to the successful issuance of the subordinated green hybrid capital securities (‘New Hybrid Issue’) as also announced by Ørsted today. Capitalised terms used in this announcement and not otherwise defined have the meanings ascribed to them in the Tender Offer Memorandum.

Ørsted will pay for Capital Securities accepted by it for purchase pursuant to the Offer a Purchase Price of 98.75 %. Ørsted will also pay Accrued Interest in respect of Capital Securities accepted for purchase pursuant to the relevant Offer.

Together with Ørsted’s New Hybrid Issue, the purpose of the Offer is to refinance the Capital Securities and to proactively manage Ørsted’s hybrid capital portfolio. Capital Securities purchased by Ørsted pursuant to the Offer will be cancelled and will not be reissued or resold. Capital Securities which have not been validly offered and accepted for purchase pursuant to the Offer will remain outstanding.

The Offer commences today, on 5 March 2024, and will expire at 17:00 CET on 11 March 2024. The results of the Offer will be announced as soon as reasonably practicable on 12 March 2024. Settlement of the Offer is scheduled to take place on 14 March 2024.

Requests for information relating to the Offer should be directed to the Dealer Managers Citi, Danske Bank, HSBC, J.P. Morgan, and Morgan Stanley.

The information provided in this announcement does not change Ørsted’s previous financial guidance for the financial year of 2024.
For further information, please contact:

Global Media Relations
Carsten Birkeland Kjær
+45 99 55 77 65
cabkj@orsted.com 

Investor Relations
Rasmus Keglberg Hærvig
+45 99 55 90 95
ir@orsted.com  

About Ørsted
The Ørsted vision is a world that runs entirely on green energy. Ørsted develops, constructs, and operates offshore and onshore wind farms, solar farms, energy storage facilities, renewable hydrogen and green fuels facilities, and bioenergy plants. Ørsted is recognised on the CDP Climate Change A List as a global leader on climate action and was the first energy company in the world to have its science-based net-zero emissions target validated by the Science Based Targets initiative (SBTi). Headquartered in Denmark, Ørsted employs approx. 8,900 people. Ørsted's shares are listed on Nasdaq Copenhagen (Orsted). In 2023, the group's revenue was DKK 79.3 billion (EUR 10.6 billion). Visit orsted.com or follow us on Facebook, LinkedIn, Instagram, and X.

Attachments

• Tender offer for hybrid capital securities.pdf