Listing prospectus for VR Group’s first green bond available; listing application submitted; and disclosure of the Home Member State

Listing prospectus for VR Group’s first green bond available; listing application submitted; and disclosure of the Home Member State

VR-Group Plc, Stock Exchange Release, 30 May 2022 at 14:00 (EET) 

VR-Group Plc (“VR Group”) announced its decision to issue a senior unsecured green bond of EUR 300 million on 20 May 2022. The green bond will mature on 30 May 2029 and carry a fixed coupon at the rate of 2.375 per cent per annum. 

Furthermore, the Finnish Financial Supervisory Authority has today approved the listing prospectus of the green bond. The prospectus will be available in English on VR Group’s website at https://www.vrgroup.fi/en/vrgroup/contact-information/for-the-investor/bonds/ 

VR Group has today submitted an application for the green bond to be admitted to trading on the official list of sustainable bonds of Nasdaq Helsinki Ltd. Trading on the green bond is expected to commence on or about 30 May 2022 under the trading code “VRGROUP”. 

The proceeds from the issue will be used in accordance with VR Group’s Green Finance Framework to investments into the clean transportation, renewable energy projects and energy efficiency for buildings owned or operated by VR Group. The object is to mitigate climate change globally by reducing greenhouse gas emissions, generating of renewable energy as well as energy savings. 

Danske Bank A/S acted as the Global Coordinator, and Danske Bank A/S, Nordea Bank Abp, OP Corporate Bank plc and Skandinaviska Enskilda Banken AB (publ) as joint lead managers for the issue. Nordea Bank Abp acted as the Green Structuring Advisor. 

Furthermore, VR Group announces that its Home Member State is Finland under the Securities Markets Act 7 chapter 3§. 

VR-Group Plc 

Erkka Repo  

CFO  

More information: 

https://www.vrgroup.fi/en/vrgroup/contact-information/for-the-investor/ 

Important Information

The information contained herein is not for release, publication or distribution, in whole or in part, directly or indirectly, in or into the United States, Australia, Canada, Hong Kong, Japan, New Zealand, Singapore, South Africa or such other countries or otherwise in such circumstances in which the release, publication or distribution would be unlawful. The information contained herein does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of, the bond in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such jurisdiction. Neither VR Group, Danske Bank A/S, Nordea Bank Abp, OP Corporate Bank plc or Skandinaviska Enskilda Banken AB (publ), or their representatives, accept any legal responsibility for any violation by any person, whether or not the persons contemplating investing in or divesting VR Group’s securities, including the bond, are aware of such restrictions or not.

This communication does not constitute an offer of securities for sale in the United States. The bond has not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”) or under the applicable securities laws of any state of the United States and may not be offered or sold, directly or indirectly, within the United States or to, or for the account or benefit of, U.S. persons except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. 

This communication does not constitute an offer of the bond to the public in the United Kingdom. No prospectus has been or will be approved in the United Kingdom in respect of the bond. Consequently, this communication is directed only at (i) persons who are outside the United Kingdom, (ii) persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”), (iii) high net worth entities falling within Article 49(2) of the Order and (iv) other persons to whom it may lawfully be communicated (all such persons together being referred to as “relevant persons”). In addition, this communication is, in any event only directed at persons who are “qualified investors” pursuant to the Prospectus Regulation (2017/1129, as amended). Any investment activity to which this communication relates will only be available to, and will only be engaged with, relevant persons. Any person who is not a relevant person should not act or rely on this release or any of its contents. 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, HONG KONG, JAPAN, NEW ZEALAND, SINGAPORE OR SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL. 

About VR-Yhtymä Oyj

VR Group is a responsible service company that focuses on travel, logistics and maintenance – we will transport you towards a prosperous and carbon neutral Finland. We keep society moving by providing smooth daily travel and transport, with experience gained over 160 years. By promoting electric track and city transport, we are reducing emissions throughout Finland.

In 2021, our net sales were EUR 838.3 million euros and we employed over 5,600 top professionals. On board our trains, 55 million journeys were made, and we transported 37.4 million metric tonnes of goods.

Our company is owned by the Finnish State and, in addition to Finland, we operate in the neighbouring markets of the Nordic countries. We are actively seeking growth and aim to be the best in our industry. The better we succeed, the more society around us benefits – we are getting there together for a better world. Further information: https://www.vrgroup.fi/en/vrgroup/

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