THESE MATERIALS DO NOT CONSTITUTE OR FORM A PART OF ANY OFFER OR SOLICITATION
TO PURCHASE OR SUBSCRIBE FOR SECURITIES IN THE UNITED STATES. THE NOTES
MENTIONED HEREIN HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE UNITED
STATES SECURITIES ACT OF 1933 (THE “SECURITIES ACT”).
THE NOTES MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO, OR FOR THE
ACCOUNT OR BENEFIT OF, US PERSONS (AS SUCH TERM IS DEFINED IN REGULATION S
UNDER THE SECURITIES ACT) EXCEPT PURSUANT TO AN EXEMPTION FROM THE REGISTRATION
REQUIREMENTS OF THE SECURITIES ACT. THERE WILL BE NO PUBLIC OFFER OF SECURITIES
IN THE UNITED STATES.
NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE
UNITED STATES OF AMERICA, ITS TERRITORIES AND POSSESSIONS OR TO ANY PERSON
LOCATED OR RESIDENT IN THE REPUBLIC OF ITALY (See “Offer and Distribution
Restrictions” in the Tender Offer Memorandum (see link below)).
DONG Energy resumes intention to issue new hybrid capital bondsand announces
invitation to tender existing hybrid capital bonds for repurchase
DONG Energy today resumes its intention to issue, subject to market conditions,
new callable subordinated capital securities due 3010.
The issue of the new securities will be pursued to strengthen the capital
structure and to further secure the capital structure targets. The net proceeds
of the new securities will be used for refinancing existing indebtedness
including hybrid capital and for general corporate purposes.The issue of new
securities is intended to be at least benchmark size.
At the same time DONG Energy hereby announces a conditional invitation to all
holders (subject to regulatory offer restrictions as provided for in the Tender
Offer Memorandum) of its outstanding EUR 1.1bn callable subordinated capital
securities due 3005 (ISIN: XS0223249003) to tender any or all (subject to the
Maximum Acceptance Amount as provided for in the Tender Offer Memorandum) of
their existing bonds for repurchase for cash.
Details on pricing and the contemplated time schedule are included in the
Tender Offer Memorandum.
It is currently contemplated that the tendered amount to be accepted will be
sized to ensure that the total outstanding principal amount of hybrid capital
remains at least equal to the current outstanding amount of EUR 1.1bn, but
below EUR 1.6bn.
The tender offer is subject to the successful completion of the issue of the
new hybrid capital bonds.
Prospectus for the new issue will be filed with the CSSF (the financial
supervisory authority of Luxembourg) for approval.
The related Tender Offer Memorandum and Tender Offer Launch Announcement can be
obtained via the following link:
The information provided in this announcement does not change the previous
financial guidance for the financial year 2010or the announced expected
For further information, contact:
+45 9955 2023
Morten Hultberg Buchgreitz
+45 9955 9750
DONG Energy is one of the leading energy groups in Northern Europe. We are
headquartered in Denmark. Our business is based on procuring, producing,
distributing and trading in energy and related products in Northern Europe. We
have approximately 6,000 employees and generated just under DKK 50 billion (EUR
6.6 billion) in revenue in 2009. For further information, see
This announcement must be read in conjunction with the Tender Offer Memorandum.
This announcement and the Tender Offer Memorandum contain important information
which should be read carefully before any decision is made with the respect to
the Invitation. If you are in any doubt as to the action you should take, you
are recommended to seek your own financial advice, including as to any tax
consequences, from your stockbroker, bank manager, solicitor, accountant or
other independent financial adviser. Any individual or company whose Existing
Bonds are held on its behalf by a broker, dealer, bank, custodian, trust
company or other nominee must contact such entity if it wishes to tender
Existing Bonds in the Invitation. None of the Company, the Dealer Managers or
the Tender Agent makes any recommendation whether Bondholders should tender
Existing Bonds in the Invitation.
DONG Energy hybrid capital bonds.pdf