EUR New Issue – Porr AG (POSAV) perpetual NC5 hybrid
Issuer
Porr AG, Vienna
Ratings
Unrated
Ranking
Unsecured, deeply subordinated, pari passu with existing hybrid bond issued in 2014 (ISIN AT0000A19Y36), the hybrid bond issued in 2017 (ISIN XS 155774014), senior to any class of share capital and the ABAP obligatorische Genussrechte 2007
Currency
EUR
Size
Sub-Benchmark
Maturity
Perpetual
Optional Issuer Redemption
6-Feb-2025
(First Call Date) and every interest payment date thereafter
Reset Interest
[]%, payable annually until the First Call Date. Thereafter reset every 5 years thereafter, to then current 5 year Euro Mid-Swap rate + original credit spread + 500 bps step-up
Settlement Date
6-Feb-2020 (T+5)
Guidance
5.500% area
Re-offer price
[ ]%
Interest Deferral
Optional subject to dividend pusher (see below); cash cumulative and not compounding
Dividend Pusher
Pusher on Interest Payment: Payment is mandatory if junior / parity discretionary payments have been made in past 12 months (including payment or declaration of dividends on ordinary shares) except intra-group payments
Pusher on Deferred Interest
Arrears become mandatorily due and payable upon junior / parity discretionary payments being made (including payment or declaration of dividends on ordinary shares), or upon redemption/liquidation
Special Event Redemption
Upon a Gross up (at par), Clean-up call (80% of principal amount repurchased) (at par), Tax Event (make-whole) or Accounting Event (make-whole)
Change of Control
500bps step-up and issuer call at par
Use of Proceeds
Strengthen capital base, to optimize the balance sheet structure and, in particular, to refinance the hybrid bond issued in 2017 and for general corporate and (re)financing purposes. The proceeds of the issue are further intended to support the overall growth strategy, in particular the PORR acquisition strategy, which assumes further small and medium-sized company acquisitions in the coming periods
Denoms
€ 100k + 1k
Format / Docs
RegS / Bearer notes / Standalone
Listing / Law
Vienna Stock Exchange / Austrian Law
Target Market
Manufacturer target market (MIFID II product governance) is eligible counterparties
and professional clients only (all distribution channels). No sales to EEA Retail
Sole Bookrunner & Sole Structuring Advisor
HSBC (B&D)
Timing
Books open, today’s business
Selling Restriction
EEA (not approved for offers to the public - sales to Qualified Investors only)
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This Prospectus, any supplement thereto, if any, and any documents incorporated by reference into this Prospectus will be published in electronic form on the website of the Issuer under
www.porr-group.com, sub-site "Investor Relations", sub-site "PORR bonds" ("PORR-Anleihen"), sub-site "PORR Corporate Bond 2019"