Free Writing Prospectus - Filing Under Securities Act Rules 163/433 (fwp)
07 October 2022 - 6:36AM
Edgar (US Regulatory)
Filed Pursuant to Rule 433
Registration Statement No. 333-249829
AKTIEBOLAGET SVENSK EXPORTKREDIT (publ)
(Swedish Export Credit Corporation or SEK)
Pricing Term Sheet
Issuer: |
Swedish Export
Credit Corporation (SEK) |
Principal Amount: |
US$100,000,000 principal
amount of Medium-Term Notes (the “Additional Notes”), which will form part of the same tranche of Medium-Term Notes as
the US$800,000,000 principal amount of the Medium-Term Notes, Series G, Floating Rate Notes due August 3, 2026 that we issued on
August 3, 2022 (the “Original Notes”). |
Maturity: |
August 3, 2026 |
Issue Price: |
101.729% of principal amount plus accrued interest, if any, from August 3, 2022 to October 11, 2022. |
Specified Currency: |
US Dollars |
Base Rate: |
SOFR Average as defined in the prospectus supplement, dated November 3, 2020. |
‘p’: |
‘p’ is ascribed a value of ‘5’ under SOFR Average as defined in the Prospectus
Supplement |
Re-Offer Spread vs SOFR: |
Discount margin +52 basis points |
Interest Determination Date: |
The date falling five U.S. Government Securities Business Days prior to the final day of each interest
period. |
Interest Rate: |
Base Rate + 100 basis
points |
Interest Payment Dates: |
Quarterly in arrears every February 3, May 3, August 3 and November 3, commencing November 3, 2022,
up to and including the Maturity Date. |
Net Proceeds to Issuer: |
US$102,378,367.40 (including US$649,367.40 of accrued interest equivalent to 69 days) |
Optional Redemption: |
Only after the occurrence of certain tax events, at 100.000% of the principal amount thereof plus
accrued and unpaid interest to the redemption date. |
Redemption Price: |
100.000% of notional amount. |
Maximum Interest Rate: |
In no event will the interest rate be higher than the maximum rate permitted by New York law, as
modified by the United States law of general application. |
Minimum Interest Rate: |
0% per annum |
Business Days: |
New York |
Business Day Conventions: |
Modified Following, Adjusted |
Day Count Fraction: |
Actual/360 |
Legal Format: |
SEC Registered US Medium Term Note Program |
Governing Law: |
New York |
Consent to Bail-in Power: |
By investing in this offering, you acknowledge, agree to be bound by, and consent to the exercise
of any Bail-in Power (as defined under “Description of the Notes—Agreement with Respect to the Exercise of Bail-in Power”
in the prospectus supplement, dated November 3, 2020, as amended and supplemented by the prospectus
addendum, dated February 26, 2021 (the “Prospectus Supplement”)) by the Swedish National Debt Office (the “Debt
Office”), the Swedish resolution authority. All payments are subject to the exercise of any Bail-in Power by the relevant Swedish
resolution authority. |
|
Under the Resolution Act (as defined under “Description of the Notes—Recovery
and Resolution Matters” in the Prospectus Supplement), the Debt Office may exercise a Bail-in Power under certain conditions
which include that authority determining that: (i) a relevant entity (such as SEK) is failing or is likely to fail; (ii) it is not
reasonably likely that any action will be taken to avoid the entity’s failure (other than pursuant to the other stabilization
powers under the Resolution Act); (iii) the exercise of the stabilization powers are necessary, taking into account certain public
interest considerations such as the stability of the Swedish financial system, public confidence in the Swedish banking and resolution
systems and the protection of depositors (also regulated by the Swedish Financial Supervisory Authority); and (iv) the objectives
of the resolution measures would not be met to the same extent by the winding up of the entity. Notwithstanding these conditions,
there remains uncertainty regarding how the Debt Office would assess these conditions in deciding whether to exercise any Bail-in
Power. |
|
The Bail-in Power includes any statutory write-down and conversion power, which allows
for the cancellation of all, or a portion, of any amounts payable on the notes, including any repayment of principal and/or the conversion
of all, or a portion, of any amounts payable on the notes, including principal, into shares or other securities or other obligations
of ours or another person, including by means of a variation to the terms of the notes. Accordingly, if any Bail-in Power is exercised,
you may lose all or a part of the value of your investment in the notes or receive a different security, which may be worth significantly
less than the notes and which may have significantly fewer protections than those typically afforded to debt securities. Moreover,
the Debt Office may exercise its authority to implement the Bail-in Power without providing any advance notice to the holders of
the notes. By your acquisition of the notes, you acknowledge, agree to be bound by, and consent to the exercise of any Bail-in Power
by the relevant resolution authority. The exercise of any Bail-in Power with respect to the notes will not be a default or
an Event of Default (as each term is defined in the indenture relating to the notes). The Bank of New York Mellon Trust Company,
N.A. (the “trustee”) will not be liable for any action that the trustee takes, or abstains from taking, in accordance
with the exercise of the Bail-in Power with respect to the notes. Your rights as a holder of the notes are subject to, and will be
varied, if necessary, so as to give effect to the exercise of any Bail-in Power by the Debt Office. |
|
This is only a summary. For more information, see “Description of the Notes—Recovery
and Resolution Matters” and “Description of the Notes—Agreement with Respect to the Exercise of Bail-in Power,”
beginning on pages S-43 and S-44 of the Prospectus Supplement, respectively. |
Pricing Date: |
October 6, 2022 |
Settlement Date: |
October 11, 2022 (T+2) |
CUSIP: |
87031CAF0 |
ISIN: |
US87031CAF05 |
Sole Lead Manager: |
BofA Securities Europe SA |
Calculation Agent: |
The Bank of New York Mellon Trust, N.A. |
Denominations: |
US$200,000 with integral multiples of US$1,000 in excess thereof |
Settlement: |
DTC, Euroclear and Clearstream |
Listing: |
Application will be made to the Irish Stock Exchange plc (trading as Euronext Dublin) for the notes
to be admitted to the Official List and traded on its regulated market. No assurance is offered as to whether listing
and admission to trading will occur by the settlement date. They may not occur until a date that is later than the settlement
date. |
Target Markets: |
Manufacturers target market (MiFID II product governance) is professional clients and eligible counterparties
only (all distribution channels). |
Advertisement: |
The prospectus for purposes of the Prospectus Regulation, when published, will be available at https://live.euronext.com/. |
European Economic Area
MiFID II product governance / Professional
investors and ECPs only target market
Solely for the purposes of each manufacturer’s
product approval process, the target market assessment in respect of the notes has led to the conclusion that: (i) the target market
for the notes is eligible counterparties and professional clients only, each as defined in Directive 2014/65/EU (as amended, “MiFID
II”); and (ii) all channels for distribution of the notes to eligible counterparties and professional clients are appropriate.
Any person subsequently offering, selling or recommending the notes (a “distributor”) should take into consideration
the manufacturers’ target market assessment; however, a distributor subject to MiFID II is responsible for undertaking its own
target market assessment in respect of the notes (by either adopting or refining the manufacturers’ target market assessment) and
determining appropriate distribution channels.
PRIIPs/ Important - EEA Retail Investors
The
notes 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 (the “EEA”). For these purposes, a “retail investor”
means a person who is one (or more) of: (a) a retail client, as defined in point (11) of Article 4(1) of MiFID
II; or (b) a customer within the meaning of the Insurance Distribution Directive (EU) 2016/97, as amended, where that customer would
not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (c) not a qualified investor
as defined in Regulation (EU) 2017/1129 (the “Prospectus Regulation”). Consequently, no key information document required
by Regulation (EU) No 1286/2014 (as amended, the “PRIIPs Regulation”) for offering or selling the notes or otherwise
making them available to retail investors in the EEA has been prepared, and therefore, offering or selling the notes or otherwise making
them available to any retail investor in the EEA may be unlawful under the PRIIPs Regulation.
United Kingdom
Prohibition of sales to UK retail investors
The
notes 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 (the “UK”). 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, 2000 (“FSMA”) and any rules or regulations
made under the FSMA to implement Directive (EU) 2016/97, 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;
or (iii) not a qualified investor as defined in Article 2 of Regulation (EU) 2017/1129 as it forms part of domestic law by virtue of
the EUWA. Consequently no key information document required by Regulation (EU) No 1286/2014 as it forms part of domestic law by virtue
of the EUWA (the “UK PRIIPs Regulation”) for offering or selling the notes or otherwise making them available to retail
investors in the UK has been prepared and therefore offering or selling the notes or otherwise making them available to any retail investor
in the UK may be unlawful under the UK PRIIPs Regulation.
This communication is intended for the sole
use of the person to whom it is provided by us.
The
issuer has filed a registration statement (including a prospectus,
dated November 3, 2020 (the “Prospectus”) and the Prospectus
Supplement) with the SEC for the offering to which this communication relates. Before you invest, you should read the Prospectus
and the Prospectus Supplement in that registration statement and other documents the issuer has filed with the SEC for more complete
information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov.
Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the Prospectus
and the Prospectus Supplement if you request it by calling BofA Securities Europe SA at +33 (0) 1 8770 0000.
ANY DISCLAIMERS OR OTHER NOTICES THAT MAY
APPEAR BELOW ARE NOT APPLICABLE TO THIS COMMUNICATION AND SHOULD BE DISREGARDED. SUCH DISCLAIMERS OR OTHER NOTICES WERE AUTOMATICALLY
GENERATED AS A RESULT OF THIS COMMUNICATION BEING SENT VIA BLOOMBERG OR ANOTHER EMAIL SYSTEM.
AB Svensk Ekportkredit (AMEX:RJI)
Historical Stock Chart
From Sep 2024 to Oct 2024
AB Svensk Ekportkredit (AMEX:RJI)
Historical Stock Chart
From Oct 2023 to Oct 2024