Oma Savings Bank Plc starts applying the Finnish Act on Mortgage Banks and Covered Bonds (151/2022) that entered into force on 8 July 2022
OMA SAVINGS BANK PLC, STOCK EXCHANGE RELEASE 19 DECEMBER 2022 AT 12:46 P.M. EET, OTHER INFORMATION DISCLOSED ACCORDING TO THE RULES OF THE EXCHANGE
Oma Savings Bank Plc starts applying the Finnish Act on Mortgage Banks and Covered Bonds (151/2022) that entered into force on 8 July 2022
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, TO ANY PERSON LOCATED OR RESIDENT IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, HONG KONG, SOUTH AFRICA, JAPAN, NEW ZEALAND OR SINGAPORE OR ANY OTHER JURISDICTION WHERE SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL OR REQUIRE REGISTRATION OR ANY OTHER MEASURES. THIS NOTICE DOES NOT CONSTITUTE AN OFFER TO SELL OR BUY ANY OF THE SECURITIES DESCRIBED HEREIN.
Oma Savings Bank Plc (“OmaSp”) has today announced it commences a consent solicitation concerning its outstanding EUR 400,000,000 0.01% rate covered bonds due in 2027 (ISIN FI4000466412), EUR 600,000,000 1.50% rate covered bonds due in 2026 (ISIN FI4000522974), EUR 300,000,000 0.125% rate covered bonds due in 2024 (ISIN FI4000378674), and EUR 250,000,000 0.125% rate covered bonds due in 2023 (ISIN FI4000425830) (“Covered Bonds”) issued under OmaSp’s EUR 3,000,000,000 loan programme.
The Finnish Act on Mortgage Banks and Covered Bonds (fi: laki kiinnitysluottopankeista ja katetuista joukkolainoista, 151/2022) entered into force in Finland on 8 July 2022. The new Act replaced the previous Finnish Act on Mortgage Bank Activity (fi: laki kiinnitysluottopankkitoiminnasta, 688/2010) that is applied to the Covered Bonds. As of 30 June 2022, the Finnish Financial Supervisory Authority has granted OmaSp a licence to operate mortgage banking under the new Act that entered into force on 8 July 2022. In the consent solicitation, OmaSp solicits consents from the holders of its outstanding Covered Bonds to change the applicable law to the new Act that entered into force on 8 July 2022 as well as to correspondingly amend certain terms of the Covered Bonds.
The consent solicitation commences on 19 December 2022. If the amendments are approved by the holders of the Covered Bonds and the supervisory authority gives the necessary consents, OmaSp will start applying the Finnish Act on Mortgage Banks and Covered Bonds (151/2022) in its entirety earliest on 19 January 2023 or on a later date notified by OmaSp.
The results of the consent solicitation will be published on OmaSp’s website as soon as possible after the procedure in writing has been completed.
Borenius Attorneys Ltd acts as the legal advisor to OmaSp.
Consent Solicitation and Tabulation and Paying Agent:
OP Corporate Bank plc
Gebhardinaukio 1, FI-00510 Helsinki Finland
E-mail: liabilitymanagement@op.fi
Attention: Thomas Ulfstedt, tel. +358 50 599 1281
Oma Savings Bank Plc
Additional information:
Pasi Sydänlammi, CEO, tel +358 45 657 5506, pasi.sydanlammi@omasp.fi
Sarianna Liiri, CFO, tel +358 40 835 6712, sarianna.liiri@omasp.fi
Minna Sillanpää, CCO, tel +358 50 66592, minna.sillanpaa@omasp.fi
Distribution:
Nasdaq Helsinki Ltd
Major media
www.omasp.fi
OmaSp shortly
OmaSp is a growing Finnish bank and the largest savings bank in Finland based on total assets. About 330 professionals provide nationwide services through OmaSp’s 37 branch offices and digital service channels to 160,000 private and corporate customers. OmaSp focuses primarily on retail banking operations and provides its clients with a broad range of banking services both through its own balance sheet as well as by acting as an intermediary for its partners’ products. The intermediated products include credit, investment and loan insurance products. OmaSp is also engaged in mortgage banking operations.
OmaSp’s core idea is to provide personal service and to be local and close to its customers, both in digital and traditional channels. OmaSp strives to offer premium level customer experience through personal service and easy accessibility. In addition, the development of the operations and services is customer oriented. The personnel is committed and OmaSp seeks to support their career development with versatile tasks and continuous development. A substantial part of the personnel also own shares in OmaSp.
IMPORTANT NOTICE
In respect of the consent solicitation process, this announcement must be read in conjunction with the Notice of Procedure in Writing. If any noteholder is in any doubt as to the contents of this stock exchange release, the information contained in the Notice of Procedure in Writing or the action it should take, such noteholder should seek its own financial and legal advice, including in respect of any tax consequences, immediately from its broker, bank manager, solicitor, accountant or other independent financial tax or legal adviser.
Neither this announcement nor the Notice of Procedure in Writing constitutes an invitation to participate in the consent solicitation 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.
In a number of jurisdictions, in particular in Australia, Canada, South Africa, Singapore, Japan and the United States, the distribution of this announcement or the Notice of Procedure in Writing may be subject to restrictions imposed by law (such as registration of the relevant offering documents, admission, qualification and other regulations). Persons into whose possession this announcement or the Notice of Procedure in Writing comes are required to inform themselves about, and to observe, any such restrictions. In particular, none of the securities referenced in this announcement, including the notes, nor the Notice of Procedure in Writing have been registered or will be registered under the United States Securities Act of 1933, as amended (the “Securities Act”) or the securities laws of any state of the United States and as any securities may not be offered or sold (and the consent solicitation is not being made) in the United States except pursuant to an exemption from registration under the Securities Act.
The consent solicitation is only being made outside the United States. Neither this announcement nor the Notice of Procedure in Writing is an offer to sell or the solicitation of an offer to buy any securities and shall not constitute an offer solicitation or sale in the United States or any other jurisdiction in which such offering solicitation or sale would be unlawful. This announcement or the Notice of Procedure in Writing must not be released or otherwise forwarded, distributed, or sent, directly or indirectly, in whole or in part, in or into the United States or any jurisdiction where the distribution of these materials would breach any applicable law or regulation or would require any registration or licensing within such jurisdiction. Failure to comply with the foregoing limitation may result in a violation of the Securities Act or other applicable securities laws.
The information herein may contain forward-looking statements. All statements other than statements of historical facts included in the information are forward-looking statements. Forward-looking statements give OmaSp’s current expectations and projections relating to its financial condition, results of operations, plans, objectives, future performance, and business. These statements may include, without limitation, any statements preceded by, followed by, or including words such as “expect”, “aim”, “intend”, “may”, “plan”, “would”, “could” and other words and terms of similar meaning or the negative thereof. Such forward-looking statements involve known and unknown risks, uncertainties, and other important factors beyond OmaSp’s control that could cause OmaSp’s actual results, performance, or achievements to be materially different from the expected results, performance or achievements expressed or implied by such forward-looking statements. Such forward-looking statements are based on numerous assumptions regarding OmaSp’s present and future business strategies and the environment in which it will operate in the future.
