June 21, 2021
To whom it may concern
Company: Teijin Limited
Representative: Jun Suzuki, President and CEO Stock code: 3401 (First Section, Tokyo Stock Exchange)
Contact: Tomoko Torii, General Manager Investor Relations Department TEL: +81-3-3506-4395
Notice Regarding Public Offering of Hybrid Bonds (Subordinated Bonds)
Teijin Limited ("Teijin") announces that today, it filed an amended shelf registration statement concerning the public offering of 60 billion yen hybrid bonds (subordinated bonds) ("the Bonds") to the Director-General of the Kanto Local Finance Bureau. The details are as follows.
1. Purpose and background of the offering
On April 1, Teijin started sales of type 2 diabetes treatments, which Takeda Pharmaceutical Company Limited (Head Office: Chuo-ku, Osaka; President & CEO: Christophe Weber) had produced and sold in Japan, through Teijin's subsidiary Teijin Pharma Limited (Head Office: Chiyoda-ku, Tokyo; President and Representative Director: Ichiro Watanabe; hereinafter "Teijin Pharma"), following the transfer of domestic sales of type 2 diabetes treatments to Teijin Pharma, as announced in "Notice Regarding Execution of Asset Transfer Agreement for Transfer of Japan Sales, Intellectual Properties, and Manufacturing and Marketing Approval of Type 2 Diabetes Treatments (Nesina®, Liovel®, Inisync®, and Zafatek®)" dated on February 26, 2021 and in "Notice Regarding Completion of Transfer of Japan Sales of Type 2 Diabetes Treatments" dated on April 1, 2021.
Teijin, which has considered the most appropriate financing related to the transfer of domestic sales while maintaining a certain level of financing discipline, has decided to issue the Bonds to repay part of debt in connection with the transfer of domestic sales in order to improve temporarily deteriorating financial position and secure financial soundness supporting proactive investments in Strategic Focus fields, which are expected to be future revenue sources.
2. Characteristics of the Bonds
The Bonds are one form of hybrid financing that has characteristics of both debt and equity. While there is no equity dilution because they are debt instruments, the Bonds are similar to equity in features and characteristics, including optional deferral of interest payments, extremely long-term redemption periods, and subordination in the case of liquidation or bankruptcy procedures. Therefore, Teijin expects to receive capital certification on 50% of the capital procurement amount from Rating and Investment Information Inc. (R&I).
For an overview of the Bonds, please refer to the amended shelf registration statement filed today to the Director-General of the Kanto Local Finance Bureau.
Teijin has appointed Nomura Securities Co., Ltd., as a bookrunner and lead manager of the Bonds, with Mitsubishi UFJ Morgan Stanley Securities Co., Ltd., Mizuho Securities Co., Ltd., Daiwa Securities Co. Ltd., and SMBC Nikko Securities Inc. as joint lead managers. Conditions including interest rate will be determined in consideration of demand, interest rate trend and other conditions. Teijin will announce these as soon as the determination has been made.
This press release relates to offerings of Japanese Yen-denominated Bonds ("the Bonds") that are intended to be directed into Japan and its residents thereof in accordance with the law, customary practices and documentation in Japan. This press release does not constitute an offer of any securities for sale in the United States. The Bonds have not been registered under the United States Securities Act of 1933, as amended (the "Act"), and may not be offered or sold in the United States absent registration or an application exemption from the registration requirements under theAct.
Teijin Limited published this content on 21 June 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 21 June 2021 07:02:06 UTC.