Swedavia considers issuance of new hybrid capital securities and announces tender offer for certain outstanding SEK capital securities
NOT FOR DISTRIBUTION IN OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES OR TO ANY “U.S. PERSON” (AS DEFINED IN THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED) OR IN ANY JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS DOCUMENT.
Swedavia AB (publ) (the “Issuer”) is assessing market conditions for issuing new Swedish kronor-denominated hybrid capital securities. The aim of the transaction is to provide the best possible financial flexibility in the execution of Swedavia’s strategy and mission, whilst securing Swedavia’s capital structure objectives.
Subject to market conditions, the capital is expected to be a SEK-denominated perpetual non-call 5-year and/or 7-year hybrid capital securities with fixed and/or floating interest rate under one or multiple frameworks (the “New Securities”) that is subordinated to Swedavia’s outstanding bonds (the “Bond Issue”).
In conjunction with the potential issue of New Securities, the Issuer is offering holders of the Issuer’s outstanding capital securities outlined below (the “Securities”) to tender any or all of their Securities for purchase by the Issuer for cash (the “Tender Offer”) at the price set out below. Securities will be repurchased subject to the terms and conditions described in a tender information document dated 5 November 2025 (the “Tender Information Document”).
Description of Securities / ISIN / Outstanding Amount / Minimum Denomination / Purchase Price
Subordinated perpetual securities callable November 2026 / SE0015938345 / SEK 2,300,000,000 / SEK 1,250,000 / Price 101,895%.
Subordinated perpetual securities callable November 2026 / SE0015950290 / SEK 200,000,000 / SEK 1,250,000 / Price 100,506%.
The Tender Information Document is attached to this press release and is also available through the dealer manager (contact details below). In connection with the Tender Offer, the Issuer intends to exercise the voluntary redemption in respect of the capital securities with ISIN SE0015938345 provided that the conditions for a “Substantial Repurchase Event” has occurred (as further specified in the Tender Information Document).
The Tender Offer will expire at the latest of (i) 11 November 2025 and (ii) the date upon book close of the book building process for the New Securities unless extended, re-opened, withdrawn or terminated at the sole discretion of the Issuer. Settlement of the Tender Offer is expected to occur at or around 19 November 2025 and to the extent possible on the same day as the settlement of the New Securities. The Issuer’s repurchase of Securities is conditional upon a successful issue of the New Securities and the conditions set forth in the Tender Information Document.
The Issuer will, in connection with the allocation of the New Securities, consider, among other factors whether or not the relevant investor seeking an allocation of the New Securities has, prior to such allocation, validly tendered Securities pursuant to the Tender Offer.
The Issuer has mandated Nordea Bank Abp (“Nordea”) and Skandinaviska Enskilda Banken AB (publ) as Joint Bookrunners for the Capital Securities Issue, and Nordea as Dealer Manager for the Tender Offer.
Swedavia - Tender Information Document (5 Nov 2025) (pdf)
Link to the press release.
For further information on the transaction, please contact the below:
Dealer Manager:
Nordea Bank Abp:
NordeaLiabilityManagement@nordea.com
+45 6161 2996
Swedavia:
Kristina Ferenius, CFO, Swedavia
kristina.ferenius@swedavia.se
+46 (0)10-109 00 00
For further information, please contact the below:
Ellen Laurin, press officer at Swedavia on +46 (0)10-109 01 00 or at press@swedavia.se.