Proximus successfully completes the placement of a EUR 700 million inaugural hybrid bond issuance

Today, Proximus successfully completed the placement of an inaugural hybrid bond issuance for an amount of EUR 700 million with an initial interest coupon of 4.75% and oversubscription of 2.3 times.

On 25 September 2024, Proximus NV/SA successfully priced its EUR 700 million debut hybrid bond transaction.

The hybrid notesare subordinated, perpetual and will initially carry a fixed interest coupon of 4.75% until 2 October 2031 (the “First Reset Date”), with a reset on that date and every five years thereafter. The notes will be callable from 2 July 2031 to the First Reset Date and on any interest payment date thereafter. The hybrid bonds are expected to be rated BB+ by S&P and Baa3 by Moody’s and will be eligible to an intermediate 50% equity content from both S&P and Moody’s, as well as a 100% IFRS equity treatment.

The issuance was well received with an order book in excess of EUR 1.6 billion (2.3 times oversubscribed) and was placed with more than 125 European institutional investors, a testament to the quality and strength of Proximus’ credit position with investors.

The offering will strengthen the capital structure of Proximus, after the recent acquisitions and the ambitious network investments, while maintaining financial flexibility to support organic growth as well as diversifying the funding sources and tapping into a new pocket of liquidity. Proceeds will be used for general corporate purposes.

HSBC, ING and JP Morgan acted as Global Coordinators and ABN AMRO, Belfius and BNP Paribas acted as Joint Bookrunners on the transaction.

THIS COMMUNICATION IS NOT INTENDED FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OR ANY OTHER JURISDICTION WHERE SUCH DISTRIBUTION IS PROHIBITED UNDER APPLICABLE LAW.

The issue, exercise or sale of securities in the offering mentioned in this press release are subject to specific legal or regulatory restrictions in certain jurisdictions. The information contained herein shall not constitute or form part of an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities referred to herein, in any jurisdiction in which such offer, solicitation or sale would be unlawful. Proximus, SA de droit public assumes no responsibility in the event there is a violation by any person of such restrictions.

This press release does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States or any other jurisdiction. The securities referred to herein have not been, and will not be, registered under the Securities Act of 1933, as amended, and may not be offered, exercised or sold in the United States or to, or for the account or benefit of, U.S. persons, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act of 1933. There is no intention to register any portion of the offering in the United States or to conduct a public offering of securities in the United States.

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The securities referred to herein are not intended to be offered, sold or otherwise made available to, and should not be offered, sold or otherwise made available to, any retail investor in the European Economic Area. For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU, as amended ("MiFID II") or (ii) a customer within the meaning of Directive (EU) 2016/97, as amended (the "Insurance Distribution Directive"), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II.

The securities referred to herein are not intended to be offered, sold or otherwise made available to, and should not be offered, sold or otherwise made available to, any retail investor in the United Kingdom. For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point (8) of Article 2 of Regulation (EU) No 2017/565 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018 ("EUWA") or (ii) a customer within the meaning of the provisions of the Financial Services and Markets Act and any rules or regulations made under the Financial Services and Markets Act to implement the Insurance Distribution Directive, where that customer would not qualify as a professional client as defined in point (8) of Article 2(1) of Regulation (EU) No 600/2014 as it forms part of domestic law by virtue of the EUWA.

The securities referred to herein are also not intended to be offered, sold or otherwise made available, and will not be offered, sold or otherwise made available, in Belgium to "consumers" (consumenten/consommateurs) within the meaning of the Belgian Code of Economic Law (Wetboek van economisch recht/Code de droit économique), as amended.

The securities referred to herein may be held only by, and transferred only to, eligible investors referred to in Article 4 of the Belgian Royal Decree of 26 May 1994, holding their securities in an exempt securities account that has been opened with a financial institution that is a direct or indirect participant in the securities settlement system operated by the National Bank of Belgium or any successor thereto.

This press release is not a prospectus nor an advertisement for the purpose of Regulation (EU) 2017/1129.