EQS-Adhoc: Hestia Financing S.à r.l.: Notice regarding exploration of potential exercise of Call Option in respect of the up to €475,000,000 Notes due 31 December 2066
EQS-Adhoc: Hestia Financing S.à r.l.: Notice regarding exploration of potential exercise of Call Option in respect of the up to €475,000,000 Notes due 31 December 2066
EQS-Ad-hoc: Hestia Financing S.à r.l. / Key word(s): Miscellaneous
Hestia Financing S.à r.l.: Notice regarding exploration of potential
exercise of Call Option in respect of the up to €475,000,000 Notes due 31
December 2066
10-Jun-2025 / 12:55 CET/CEST
Disclosure of an inside information acc. to Article 17 MAR of the
Regulation (EU) No 596/2014, transmitted by EQS News – a service of EQS
Group.
The issuer is solely responsible for the content of this announcement.
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THIS NOTICE IS IMPORTANT AND REQUIRES THE IMMEDIATE ATTENTION OF THE
SENIOR NOTEHOLDERS. THIS NOTICE CONTAINS IMPORTANT INFORMATION THAT IS OF
INTEREST TO THE REGISTERED AND BENEFICIAL OWNERS OF THE SENIOR NOTES. IF
APPLICABLE, ALL DEPOSITORIES, CUSTODIANS AND OTHER INTERMEDIARIES
RECEIVING THIS NOTICE
ARE REQUIRED TO EXPEDITE TRANSMISSION HEREOF TO BENEFICIAL OWNERS OF THE
SENIOR NOTES IN A TIMELY MANNER. IF BENEFICIAL OWNERS OF THE SENIOR NOTES
ARE IN ANY DOUBT AS TO THE MATTERS REFERRED TO IN THIS NOTICE, THEY SHOULD
CONSULT THEIR STOCKBROKER, LAWYER, ACCOUNTANT OR OTHER PROFESSIONAL
ADVISER WITHOUT DELAY.
If you have recently sold or otherwise transferred your entire holding(s)
of Senior Notes referred to below, you should immediately forward this
notice to the purchaser or transferee or to the stockbroker, bank or other
agent through whom the sale or transfer was effected for transmission to
the purchaser or transferee.
THIS ANNOUNCEMENT MAY CONTAIN INSIDE INFORMATION FOR THE PURPOSES OF
ARTICLE 7 OF REGULATION (EU) 596/2014 OF THE EUROPEAN PARLIAMENT AND OF
THE COUNCIL OF 16 APRIL 2014 ON MARKET ABUSE (AS AMENDED) (“EU MAR”) AND
REGULATION (EU) 596/2014 AS IT FORMS PART OF DOMESTIC LAW IN THE UNITED
KINGDOM BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018, AS AMENDED
(“EUWA”) AND AS FURTHER AMENDED BY THE MARKET ABUSE (AMENDMENT) (EU EXIT)
REGULATIONS 2019 (“UK MAR” AND, TOGETHER WITH EU MAR, “EU/UK MAR”).
HESTIA FINANCING S.À R.L.
(a société à responsabilité limitée (private limited liability company)
incorporated under the laws of the Grand Duchy of Luxembourg with
registered office at 28, Boulevard F.W. Raiffeisen, L – 2411 Luxembourg,
Grand Duchy of Luxembourg and registered with the Luxembourg Register of
Commerce and Companies under number B254874)
(the “Issuer”)
Notice regarding exploration of potential exercise of Call Option in
respect of the
up to €475,000,000 Notes due 31 December 2066 (ISIN: XS2409267254) (the
“Senior Notes”).
This announcement is released by the Issuer and may contain inside
information for the purposes of Article 7 of EU/UK MAR, encompassing
information relating to the Senior Notes described above. For the purposes
of EU/UK MAR and Article 2 of Commission Implementing Regulation (EU)
2016/1055, including as it forms part of assimilated law in the UK by
virtue of the EUWA, this announcement is made by the Directors of the
Issuer.
We refer to the Subscription Agreement dated 9 December 2021 between,
inter alios, the Issuer and Citibank Europe PLC as Security Trustee as may
be amended, restated and/or supplemented from time to time (the
“Subscription Agreement”) and the terms and conditions of the Senior Notes
(the “Conditions”).
Capitalised terms used but not otherwise defined herein shall have the
meanings given to such terms in the Subscription Agreement.
The Issuer hereby announces that it has been informed by Oxalis Holding
S.à r.l., being the holder of 50 per cent. or more of the Junior Notes
(“Oxalis”), that it is considering the potential exercise of the Call
Option pursuant to the Subscription Agreement which, if exercised, would
result in the redemption of the Senior Notes in full by the Issuer.
As of the date of this announcement the Issuer has not received any Call
Option Notice from Oxalis and, as such, there is no certainty that any
Call Option Notice will be delivered by Oxalis to the Issuer (resulting in
a redemption of the Senior Notes by the Issuer) prior to the upcoming
Interest Payment Date or at all.
For further information, please contact the Issuer at the address below.
Hestia Financing S.à r.l.
28, Boulevard F.W. Raiffeisen,
L – 2411 Luxembourg
Grand Duchy of Luxembourg
Attention: the Board of Managers
Email: [1]hestia@cscgfm.lu
This notice does not constitute an offer to sell or the solicitation of an
offer to subscribe for or otherwise acquire any securities in any
jurisdiction.
No person has been authorised to give information, or to make any
representation in connection therewith, other than as contained herein.
The delivery of this notice at any time does not imply that the
information in it is correct as at any time subsequent to its date.
This notice is given by:
HESTIA FINANCING S.À R.L.
Dated 12 June 2025
End of Inside Information
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10-Jun-2025 CET/CEST News transmitted by EQS Group. www.eqs.com
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Language: English
Company: Hestia Financing S.à r.l.
28, Boulevard F.W. Raiffeisen
L-2411 Luxembourg
Luxemburg
ISIN: XS2409267254
Listed: Vienna Stock Exchange (Vienna MTF)
EQS News ID: 2153104
End of Announcement EQS News Service
2153104 10-Jun-2025 CET/CEST
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References
Visible links
1. hestia@cscgfm.lu
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