GlobeNewswire

Millicom Announces Bond Exchange Offer

Share

Millicom Announces Bond Exchange Offer

Luxembourg, September 8, 2021 – Millicom International Cellular S.A. (the “Company”) (NASDAQ U.S.: TIGO, Nasdaq Stockholm: TIGO_SDB) announced today that it has offered to exchange up to $335,000,000, in aggregate original principal amount1 (the “Maximum Acceptance Amount”), of the Company’s outstanding 6.625% Senior Notes due 20262 (the “2026 Existing Notes” or “Old Notes”) held by Eligible Holders (as defined below) for newly issued US dollar-denominated 4.500% Senior Notes due 2031 (the “New Notes”) (the “Exchange Offer”). The New Notes will be senior unsecured indebtedness and will rank equal in right of payment with all of the Company’s existing and future senior unsecured indebtedness. The New Notes will constitute an additional issuance of the Company’s previously issued $500,000,000, in aggregate original principal amount, 4.500% Senior Notes due 2031. The purpose of the Exchange Offer is to refinance the Old 2026 Existing Notes, which have a call date on October 15, 2021, by exchanging the Old Notes for the New Notes, which will mature in 2031, and thereby extend the overall maturity profile and reduce the overall cash cost of the Company’s debt. The information contained herein is qualified in its entirety by and subject to the terms and conditions described in the offering memorandum dated as of the date hereof (the “Offering Memorandum”).

Exchange Offer Deadline

The Exchange Offer will expire at 11:59 PM, New York City time, on October 5, 2021, unless extended (such time and date, as the same may be extended, the “Expiration Date”). Eligible Holders who validly tender 2026 Existing Notes for exchange by 5:00 PM, New York City time, on September 21, 2021, unless extended (such time and date, as the same may be extended, the “Early Participation Date”), will receive an amount of New Notes based on the Total Exchange Ratio (as described below). Eligible Holders who validly tender 2026 Existing Notes for exchange after the Early Participation Date, but on or prior to the Expiration Date, will receive an amount of New Notes based on the Exchange Ratio (as described below). 2026 Existing Notes tendered in the Exchange Offer may be withdrawn prior to 5:00 PM, New York City time, on September 21, 2021 (such time and date, as the same may be extended, the “Withdrawal Date”).

Exchange Offer Consideration

Note: The Old Notes trade with a “Pool Factor,” as defined below, which means the percentage of the $500,000,000 aggregate original principal amount of the Old Notes that remains outstanding after the impact of the Company’s optional redemption of $50 million in Old Notes in February 2021 (such redemption, the “Partial Redemption”), which equals 90%. References to the “original” principal amount of the Old Notes refer to the $500 million aggregate original principal amount of the Old Notes issued in October 2018, or portions thereof, without giving effect to the Partial Redemption or the Pool Factor. Holders wishing to tender their Old Notes must tender the original principal amount of Old Notes held by them, to which the Pool Factor, among other adjustments, will be applied in calculating the principal amount of New Notes that such tendering holder may receive as consideration. The following table summarizes the applicable consideration payable in the Exchange Offer for 2026 Existing Notes validly tendered (and not validly withdrawn) and accepted by the Company:

CUSIP / ISIN / Common Code
of Old Notes
Coupon of
Old Notes
Maturity
Date of
Old Notes
Aggregate
Principal
Amount
Outstanding of Old Notes(1)(2)
Pool Factor (%)Maximum Acceptance Amount(3)Title of New
Notes to be Issued
Price of New Notes to be Issued per $1,000 Principal Amount of New Notes Total Exchange
Price(4)(5)
Exchange
Price(4)(6)
Total Exchange Ratio(7)(8)Exchange Ratio(8)(9)
600814AP20/ US600814AP20 (Rule 144A CUSIP/ISIN) 6.625%

October 15, 2026



$450,000,000



$335,000,000

4.500% Senior Notes due 2031

$1,035.00

$1,053.75

$1,022.70

1.01812 0.98812
XS1894610119/ 189461011 (Reg. S ISIN/ Common Code) 90%

(1) As of September 7, 2021, holders of Old Notes held $500,000,000 in aggregate principal amount of Old Notes, prior to the application of the Pool Factor. In February 2021, the Company redeemed 10%, or $50 million, of the then-outstanding aggregate principal amount of the Old Notes, which amount was recorded by Euroclear, Clearstream and DTC as a prepayment of principal. In accordance with the procedures of Euroclear, Clearstream and DTC, book-entry positions of the Old Notes reflect the aggregate original issued principal amount and a pool factor of 90% (the “Pool Factor”).

(2) The outstanding aggregate principal amount of the Old Notes is stated after giving effect to the application of the Pool Factor.

(3) Our obligation to accept Old Notes validly tendered and not validly withdrawn is subject to a maximum aggregate original principal amount of Old Notes being sought in the Exchange Offer equal to the Maximum Acceptance Amount. If the aggregate original principal amount of all of the validly tendered and not validly withdrawn Old Notes exceeds the Maximum Acceptance Amount, then the Exchange Offer will be oversubscribed, and tenders of Old Notes will be subject to the proration and priority provisions described in the Offering Memorandum. We reserve the right to increase the Maximum Acceptance Amount at our discretion.

(4) Eligible holders will also receive accrued and unpaid interest on their Old Notes accepted for exchange from the last interest payment date up to but excluding the Early Exchange Date or the Final Exchange Date, as applicable (which dates are expected to be September 24, 2021 and October 8, 2021, respectively), less the accrued and unpaid interest on the New Notes from April 27, 2021 to the applicable Exchange Date.

(5) The Total Exchange Price for each $1,000 original principal amount of Old Notes (without giving effect to the Pool Factor) tendered and not validly withdrawn prior to the Early Participation Date.

(6) The Exchange Price for each $1,000 original principal amount of Old Notes (without giving effect to the Pool Factor) tendered and not validly withdrawn after the Early Participation Date and prior to the Expiration Date will be the Total Exchange Price less the Early Participation Payment.

(7) The Total Exchange Ratio is equal to the Total Exchange Price, divided by $1,035 (the “Price of New Notes”). Such amount, multiplied by $1,000, and further multiplied by the Pool Factor, represents the principal amount of New Notes a holder will be eligible to receive for each $1,000 original principal amount of Old Notes validly tendered and accepted prior to the Early Participation Date.

(8) The amount of New Notes to be issued to any holder will be issued in minimum denominations of $200,000 and integral multiples of $1,000 above such amount will be rounded down to the nearest U.S. $1,000. No tender of Old Notes will be accepted if it would result in the issuance of less than $200,000 principal amount of New Notes. Cash will be paid in lieu of any fractional entitlement of less than $1,000.00 in principal amount of New Notes that are not issued due to rounding.

(9) The Exchange Ratio is equal to the Exchange Price divided by the Price of New Notes. Such amount, multiplied by $1,000, and further multiplied by the Pool Factor, represents the principal amount of New Notes a holder will be eligible to receive for each $1,000 original principal amount of Old Notes validly tendered and accepted after the Early Participation Date.

The Exchange Price is an amount equal to the Total Exchange Price less the Early Participation Payment. The “Early Participation Payment” is equal to $31.05 and is payable in New Notes. Cash will be paid in lieu of any fractional entitlement of less than $1,000.00 in principal amount of New Notes that are not issued due to rounding (based on the application of the Total Exchange Ratio or Exchange Ratio, as applicable). The amount of cash paid in lieu will be equal to the principal amount of any fractional entitlement of New Notes multiplied by the Price of New Notes expressed as a percentage (103.5%).

Eligible Holders of 2026 Existing Notes properly tendered in the Exchange Offer (and not validly withdrawn) will be entitled to receive a cash payment equal to the accrued and unpaid interest on their 2026 Existing Notes accepted for exchange from the last applicable interest payment date up to but excluding the applicable settlement date, less the accrued and unpaid interest on the New Notes from April 27, 2021 (the last date on which interest on the existing 4.500% Senior Notes due 2031 has been paid) to the applicable Exchange Date (as defined below).

Exchange Dates

We reserve the right, but are under no obligation, at any point following the Early Participation Date and before the Expiration Date to accept for exchange any 2026 Existing Notes validly tendered at or prior to the Early Participation Date (the date of such exchange, the “Early Exchange Date”). The Early Exchange Date will be determined at our option and, if it occurs, is expected to occur promptly following the Early Participation Date. If, after the Early Participation Date, we choose to exercise our option to have an Early Exchange Date and all conditions to the Exchange Offer have been or are concurrently satisfied or waived by us, we will, upon the terms and subject to the conditions set forth in the Offering Memorandum, including the proration terms described in the Offering Memorandum, accept for exchange 2026 Existing Notes validly tendered in the Exchange Offer prior to the Early Participation Date up to the Maximum Acceptance Amount, and the exchange for such 2026 Existing Notes will be made on the Early Exchange Date. Regardless of whether we choose to exercise our option to have an Early Exchange Date, if, at or prior to the Expiration Date, all conditions to the Exchange Offer have been or concurrently are satisfied or waived by us, we will, upon the terms and subject to the conditions set forth in the Offering Memorandum, including the proration terms described in the Offering Memorandum, accept for exchange 2026 Existing Notes validly tendered in the Exchange Offer at or prior to the Expiration Date and not validly withdrawn at or prior to the Withdrawal Date (the date of such exchange, the “Final Exchange Date”) up to (i) the Maximum Acceptance Amount less (ii) the 2026 Existing Notes exchanged on Early Exchange Date. The Final Exchange Date will be promptly after the Expiration Date. Each of the Early Exchange Date and the Final Exchange Date is referred to as an “Exchange Date.”

Proration

Our obligation to accept 2026 Existing Notes validly tendered and not validly withdrawn is capped to the Maximum Acceptance Amount. If the aggregate principal amount of all of the validly tendered and not validly withdrawn 2026 Existing Notes exceeds the Maximum Acceptance Amount, then the Exchange Offer will be oversubscribed, and tenders of 2026 Existing Notes will be subject to the proration and priority provisions described in the Offering Memorandum.

Further Information

The Exchange Offer is being made only to holders of 2026 Existing Notes who have certified, by submitting an instruction to the clearing system, that such holder has represented to the Company that it is (1)(a) a “qualified institutional buyer,” or “QIB,” as defined in Rule 144A under the U.S. Securities Act of 1933, as amended (the “Securities Act”) and under applicable state securities laws; or (b) a “non-US Person” (as defined in Regulation S under the Securities Act), and (2)(a) if located or resident in any Member State of the European Economic Area, holders of 2026 Existing Notes who are persons other than “retail investors” (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”); (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; or (iii) not a “qualified investor” as defined in Regulation (EU) 2017/1129 (as amended, the “Prospectus Regulation”)); and (b) if located or resident in the United Kingdom, holders of 2026 Existing Notes who are persons other than “retail investors” (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”); (ii) a customer within the meaning of the provisions of the Financial Services and Markets Act 2000 (the “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) (such holders, collectively, the “Eligible Holders”).

D.F. King has been appointed as the information and exchange agent for the Exchange Offer. You may contact the Information and Exchange Agent by calling +44 20 7920 9700 (in London), +1 212 269 5550 (in New York), +1 (800) 431-9646 (toll free) or via e-mail to millicom@dfkingltd.com. Holders wishing to access the Offering Memorandum and any other offer documents should visit the Exchange Offer website (https://sites.dfkingltd.com/millicom) and complete the online Eligibility Certification form.

This press release is not an offer to sell or a solicitation of an offer to buy any security. The Exchange Offer is being made solely to such persons and in such jurisdictions as are permitted under applicable law.

The New Notes have not been and will not be registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. The New Notes are being issued only to Eligible Holders.

Important Information – Cautionary Statement About Forward-Looking Statements

This press release contains certain forward-looking statements concerning our intentions, including those in respect of the Exchange Offer, beliefs or current expectations regarding our future financial results, plans, liquidity, prospects, growth, strategy and profitability, as well as the general economic conditions of the industries and countries in which we operate. Forward-looking statements include statements concerning our plans, objectives, goals, strategies, future events, future sales or performance, capital expenditures, financing needs, plans or intentions relating to acquisitions, our competitive strengths and weaknesses, our business strategy and the trends we anticipate in the industries and the economic, political and legal environments in which we operate and other information that is not historical information. Many such forward-looking statements c can be identified by the use of forward-looking words such as “anticipate,” “believe,” “could,” “expect,” “should,” “plan,” “intend,” “estimate” and “potential,” among others.

Such forward-looking statements are only our current expectations and are based on our management’s beliefs and assumptions and on information currently available to our management. Such statements are subject to risks and uncertainties, and actual results may differ materially from those expressed or implied in the forward-looking statements as a result of various factors, including those described in Millicom’s annual report on Form 20-F for the year ended December 31, 2020 as well as other uncertainties and events, especially in light of the political, economic, social and legal environments in which we operate.

-END-

For further information, please contact

Press:
Vivian Kobeh, Director, Corporate Communications

+1-786-628-5300

press@millicom.com




Yocasta Valdez, Group Manager, Digital Media & Communications


+1-305-929-5417

press@millicom.com
Investors:
Michel Morin, VP, Investor Relations

+1-786-628-5270

investors@millicom.com




Sarah Inmon, Director, Investor Relations

+1-786-628-5303

investors@millicom.com

About Millicom
Millicom (NASDAQ U.S.: TIGO, Nasdaq Stockholm: TIGO_SDB) is a leading provider of fixed and mobile services dedicated to emerging markets in Latin America and Africa. Millicom sets the pace when it comes to providing high- speed broadband and innovation around The Digital Lifestyle® services through its principal brand, TIGO. As of December 31, 2020, Millicom operating subsidiaries and joint ventures employed more than 21,000 people and provided mobile services to approximately 55 million customers, with a cable footprint of more than 12 million homes passed. Founded in 1990, Millicom International Cellular S.A. is headquartered in Luxembourg.


1This aggregate original principal amount of $335 million is subject to a “Pool Factor,” explained later in this press release, and is equivalent to an outstanding principal amount on the Old Notes of $301.5 million.

2 ISIN/Common Code Nos. XS1894610119 and 189461011 (Regulation S Notes) and CUSIP/ISIN Nos. 600814AP20 and US600814AP20 (Rule 144A Notes).

Attachment

To view this piece of content from www.globenewswire.com, please give your consent at the top of this page.
To view this piece of content from ml-eu.globenewswire.com, please give your consent at the top of this page.

About GlobeNewswire

GlobeNewswire
GlobeNewswire
One Liberty Plaza - 165 Broadway
NY 10006 New York

https://globenewswire.com

GlobeNewswire is one of the world's largest newswire distribution networks, specializing in the delivery of corporate press releases financial disclosures and multimedia content to the media, investment community, individual investors and the general public.

Subscribe to releases from GlobeNewswire

Subscribe to all the latest releases from GlobeNewswire by registering your e-mail address below. You can unsubscribe at any time.

Latest releases from GlobeNewswire

Van Lanschot Kempen: EGM agrees to Brigitte Boone’s appointment as a member of the Supervisory Board and takes note of the intention to appoint Maarten Edixhoven as a member and Chair of the Management Board22.9.2021 13:00:00 CEST | Press release

’s-Hertogenbosch/Amsterdam, the Netherlands, 22 September 2021 On 22 September 2021, Van Lanschot Kempen’s extraordinary general meeting (EGM) approved the appointment of Brigitte Boone as a member of its Supervisory Board. It was also officially advised of the intention to appoint Maarten Edixhoven as a member and Chair of the Management Board effective 1 October 2021. Frans Blom, Chair of the Supervisory Board, said: “We’re delighted with Brigitte’s appointment and wish her lots of success as a member of our Supervisory Board. On 1 October 2021, we’ll welcome Maarten as the company’s new CEO, which is also when we’ll bid farewell to our current Chair, Karl Guha. “Van Lanschot Kempen’s results and growth in the years under Karl’s leadership tell their own story, but our people’s engagement, entrepreneurialism and sheer drive are unparalleled. We’ll miss Karl as a director and manager, as a colleague, and most of all as a highly inspiring leader. And we are so grateful to him for headi

Solarisbank selects Feedzai as Risk Management Partner22.9.2021 12:53:53 CEST | Press release

Two fintech Unicorns join forces to shape the future of financial services and democratize access to banking in Europe AMSTERDAM, Sept. 22, 2021 (GLOBE NEWSWIRE) -- Feedzai, the world’s leading cloud-based financial risk management platform, and Solarisbank AG, Europe's leading Banking-as-a-Service platform, announced today at Money20/20 Europe a multi-year partnership. The pioneering companies have joined forces to reshape banking, combining the trailblazing transformation that comes with Banking-as-a-Service with the risk management and security that is expected from financial institutions - all while preserving the customer experience. Importantly, the flexibility of Feedzai’s risk management solution means they can scale as Solarisbank grows, helping the company to keep up with a regulatory and geo-political landscape that is in a constant state of flux as well as more comprehensively protect customers from threats. Solarisbank enables any company to offer financial services via AP

Fobi Data Exchange Launches With First Partner, In-Touch Group, A Leading UK Platform Managing Data From 6,000 Independent Convenience Stores22.9.2021 12:00:00 CEST | Press release

In-Touch group will optimize Data With Fobi AI Driven Analytics And Monetize Through Global CPG Brands. Fobi Data Exchange (FDX) Delivers Analytics For Both Convenience Stores and CPG Brands Previously Thought Unattainable VANCOUVER, British Columbia, Sept. 22, 2021 (GLOBE NEWSWIRE) -- Fobi AI Inc. (FOBI: TSXV FOBIF: OTCQB) (the “Company” or “FOBI”), a global leader in providing real-time data analytics through artificial intelligence to drive operational efficiencies and profitability, is pleased to announce the launch of the Fobi Data Exchange (“FDX”) with its first data monetization agreement and partner, In-Touch Group, a provider of consumer insights and digital marketing to retailers and consumers. In-Touch currently manages a data lake of point-of-sale transactions for approximately 6,000 convenience stores, which is projected to increase to approximately 10,000 stores by the end of 2021. Through FDX, Fobi will optimize and monetize this data by providing Global CPG brands with

RESULT OF RIKSBANK REVERSED AUCTIONS TREASURY BILLS22.9.2021 11:07:00 CEST | Press release

Auction date2021-09-22 LoanDEC 2021IsinSE0015244405Coupon, %0.00Maturity2021-12-15 Tendered volume, SEK mln1,000 +/- 500Offered volume, SEK mln2,800 Volume bought, SEK mln1,000 Number of bids11 Number of accepted bids10 Average yield, %-0.238 %Lowest accepted yield, %-0.288 %Highest yield, %-0.205 %Accepted at lowest yield, %20.00 Auction date2021-09-22 LoanJUN 2022IsinSE0016102057Coupon, %0.00Maturity2022-06-15Tendered volume, SEK mln1,000 +/- 500Offered volume, SEK mln2,000 Volume bought, SEK mln1,000 Number of bids6 Number of accepted bids1 Average yield, %-0.288 %Lowest accepted yield, %-0.288 %Highest yield, %-0.288 %Accepted at lowest yield, %100.00 Auction date2021-09-22 LoanSEP 2022IsinSE0016787204Coupon, %0.00Maturity2022-09-21Tendered volume, SEK mln500 +/- 250Offered volume, SEK mln1,000 Volume bought, SEK mln500 Number of bids3 Number of accepted bids1 Average yield, %-0.311 %Lowest accepted yield, %-0.311 %Highest yield, %-0.311 %Accepted at lowest yield, %100.00

Result of Riksbank´s purchases of Commercial Paper22.9.2021 10:00:00 CEST | Press release

AuctionAuction resultsAuction date2021-09-22Settlement date2021-09-24Credit rating class1Term3mFixed purchase rate, %0.3Total bid amount, SEK mln0Accepted volume, SEK mln0Percentage alloted, %0Number of bids0 AuctionAuction resultsAuction date2021-09-22Settlement date2021-09-24Credit rating class1Term6mFixed purchase rate, %0.4Total bid amount, SEK mln0Accepted volume, SEK mln0Percentage alloted, %0Number of bids0 AuctionAuction resultsAuction date2021-09-22Settlement date2021-09-24Credit rating class2Term3mFixed purchase rate, %0.6Total bid amount, SEK mln0Accepted volume, SEK mln0Percentage alloted, %0Number of bids0 AuctionAuction resultsAuction date2021-09-22Settlement date2021-09-24Credit rating class2Term6mFixed purchase rate, %0.7Total bid amount, SEK mln0Accepted volume, SEK mln0Percentage alloted, %0Number of bids0

Pairing fintech with online marketplaces creates outsized returns, according to new Adevinta report22.9.2021 09:23:03 CEST | Press release

European marketplaces are now worth a combined €685B Fintech-enabled marketplaces have EV/Sales of 6.7x, compared to 5.3x and 4.6x for other marketplaces and financial services, respectively Record investment in online marketplaces (€78B in 2021YTD) means that marketplaces have significant dry powder available to invest Online marketplaces sales now account for 19.5% of all consumer spending, compared to 13.6% in 2019 Barcelona and London, 22 September 2021: As consumer spending continues to shift rapidly online, online marketplaces are increasingly integrating fintech solutions to make it easier for consumers to complete purchases online, and also developing new revenue streams, according to a new Adevinta report on fintech-enabled marketplaces in partnership with DealRoom and Speedinvest. Data from our Fintech-enabled Marketplaces report, the second in a series of reports on marketplaces trends, shows that pairing financial services with online marketplaces creates outsized returns,

JDE Peet’s successfully prices inaugural USD 1.75 billion multi-tranche bond issue22.9.2021 08:00:00 CEST | Press release

PRESS RELEASE Amsterdam, 22 September 2021 Key highlights Debut bond offering on the USD debt capital marketsUSD 1.75 billion priced across three tranches in the investment grade bond market with a weighted average coupon of 1.46% and a weighted average tenor of 6.0 years The proceeds will be used to refinance existing debt facilities at attractive interest rates and further balances the maturity profile JDE Peet’s (EURONEXT: JDEP), the world’s leading pure-play coffee and tea company by revenue, today announced that it has priced USD 1.75 billion aggregate principal of bonds (the “Notes”). The Notes will be issued on 24 September 2021 and comprise the following series: 3.0-year USD 500 million 0.800% Notes due 20245.3-year USD 750 million 1.375% Notes due 202710-year USD 500 million 2.250% Notes due 2031 The financing package has a weighted average coupon of 1.46% and weighted average maturity of 6.0 years. The net proceeds of the Notes will be used to repay outstanding indebtedness,