Smurfit Kappa Group plc (SKG:ID SKG:LN) (together with its subsidiaries, “Smurfit Kappa” or the “Group”), one of the world’s largest integrated manufacturers of paper-based packaging products, with operations in Europe and the Americas, have just announced a dual-tranche offering by one of its wholly-owned subsidiaries, Smurfit Kappa Treasury Unlimited Company, comprising €500 million in aggregate principal amount of senior notes due 2029 and €500 million in aggregate principal amount of senior notes due 2033 (together, the “New Notes”) (the “Offering”).
The Group intends to use an amount equivalent to the net proceeds of the Offering to finance or refinance a portfolio of eligible assets and expenditures (“Eligible Green Projects”) in accordance with its previously announced green finance framework (the “Green Finance Framework”), which the Group may, in the future, update in line with developments in the market. The Green Finance Framework and the ISS ESG Second Party Opinion thereon are available at smurfitkappa.com/investors.
Under the Green Finance Framework, Eligible Green Projects include circular economy adapted products, production technologies and processes and/or certified eco-efficient products, such as: (i) reclamation of used fibres; (ii) recycling of used fibres; (iii) paper milling; and (iv) packaging conversion. In addition, Eligible Green Projects include the environmentally sustainable management of living natural resources and land use, such as the procurement of responsibly-sourced raw materials or ingredients (like wood, pulp, paper and recovered paper) and the utilisation of forests and raw materials certified in accordance with (i) Forest Stewardship Council (FSC) standards; (ii) Sustainable Forestry Initiative (SFI); and (iii) Programme for the Endorsement of Forest Certification (PEFC).
The Group intends to issue a notice today for the conditional redemption of €500 million in aggregate principal amount of the 2.375% Senior Notes due 2024 (the “2024 Notes”), issued by Smurfit Kappa Acquisitions Unlimited Company pursuant to an indenture dated 24 January 2017. The Group intends to use cash on hand and/or existing available facilities to fund the redemption of the 2024 Notes and pay accrued but unpaid interest thereon. The redemption is currently anticipated to take place on 25 September 2021 and is conditional upon the completion of the Offering and the receipt by the Group of the net proceeds from the sale of the New Notes on or before the redemption date. There can be no assurance that the Offering or the redemption of the 2024 Notes will be completed.
The New Notes are being offered in a private placement and there will be no public offering of the New Notes. The New Notes will be offered and sold only to non-U.S. persons outside the United States in accordance with Regulation S under the U.S. Securities Act of 1933, as amended.