27 June 2022
THIS ANNOUNCEMENT MAY NOT BE DISTRIBUTED, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, OR TO OR FOR THE BENEFIT OF U.S. PERSONS OR INTO ANY OTHER JURISDICTION WHERE IT WOULD BE UNLAWFUL TO DO SO.
MAXIMA GRUPĖ, UAB, the leading retailer in the Baltic region with an expanding footprint in Central and Eastern Europe, headquartered in Lithuania and with a rating of BB+ (Stable Outlook) by S&P, has mandated Citi, J.P. Morgan, Luminor and MUFG as Joint Bookrunners to arrange a Global Investor Call scheduled on June 27th, 2022, at 1pm UKT / 2pm CET as well as a series of fixed income investor calls also starting on June 27th. A EUR300mm (expected) Reg S offering with a 5-year maturity under the Issuer's new EMTN Programme will follow subject to market conditions, with use of proceeds for refinancing of existing indebtedness and general corporate purposes. The New Notes will be senior unsecured and are expected to be rated BB+ by S&P, in line with MAXIMA GRUPĖ. FCA/ICMA stabilisation applies.
In addition, MAXIMA GRUPĖ, UAB has announced an invitation to the holders of its outstanding EUR 300,000,000 3.250 per cent. Notes due 13 September 2023 (XS1878323499) to tender for cash up to the Maximum Acceptance Amount, expected to be equal to the principal amount of New Notes to be issued. The invitation is subject to the successful completion of the offering of new notes. The Expiration Deadline is set for July 7th 2022. For further information on the offer, holders should (subject to offer and distribution restrictions) refer to the Tender Offer Memorandum dated June 27th, 2022.
The securities described herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”) and may not be offered, sold or delivered within the United States or to or for the account or benefit of U.S. persons, as defined in Regulation S under the Securities Act.
This communication is being distributed to and is directed only at persons in the United Kingdom having professional experience in matters relating to investments, falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotions) Order 2005 (the “Order”), and persons falling within Article 49(2) of the Order (all such persons together being referred to as “relevant persons”). In the UK, this communication must not be acted on or relied on by persons who are not relevant persons. In the UK, any investment or investment activity to which this communication relates is available only to relevant persons and will be engaged in only with such persons.
MiFID II - professionals / ECPs-only / No EEA or UK PRIIPs KID / Manufacturer target market (MiFID II product governance) is eligible counterparties and professional clients only (all distribution channels). No EEA or UK PRIIPs key information document (KID) has been prepared as not available to retail in the EEA or in the UK.
This communication is not an offer of securities or investments for sale nor a solicitation of an offer to buy securities or investments in any jurisdiction where such offer or solicitation would be unlawful. No action has been taken that would permit an offering of securities or possession or distribution of this announcement in any jurisdiction where action for that purpose is required. Persons into whose possession this announcement comes are required to inform themselves about and to observe any such restrictions.
Credit ratings referred to in this communication should not be taken as recommendations by a rating agency to buy, sell or hold Notes. They may be revised, suspended or withdrawn at any time by the relevant rating agency.
MAXIMA GRUPĖ, UAB, owns the retail chains Maxima (in the Baltic countries), Stokrotka (in Poland), and T-Market (in Bulgaria), as well as e-grocer Barbora operating in the Baltics and Poland.
The company is part of the Vilniaus Prekyba group, which controls and manages the group of subsidiary companies operating chains of retail stores and pharmacies as well as real estate development and property management companies in the Baltic States, Sweden, Poland and Bulgaria.
MAXIMA GRUPĖ, UAB,
Chief Financial Officer
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