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Wolf Theiss Advises RBI on Tender Offer and EUR 500 Million Tier 2 Notes Issuance

Austria
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Wolf Theiss, working with Freshfields Bruckhaus Deringer, has advised Raiffeisen Bank International on its invitation to existing holders of its outstanding EUR 500 million subordinated callable fixed-to-fixed rate reset notes due March 2030 to tender their tier 2 notes for purchase by the company and its role as issuer of the EUR 500 million subordinated callable fixed-to-fixed rate reset notes due January 2035. White & Case reportedly advised the banking consortium involved.

According to Wolf Theiss, "the tender offer commenced on September 25, 2024, and was made on the terms and subject to the conditions set out in the tender offer memorandum dated the same day. Tier 2 notes amounting to EUR 309.1 million were validly tendered. The settlement of the tender offer took place on October 4, 2024. In addition, RBI successfully completed the issuance of EUR 500 million tier 2 notes. The notes have a maturity of 10.25 years and were placed with professional clients and eligible counterparties with an initial coupon of 5.250% per annum. Each note is denominated at EUR 100,000 and they are listed on the regulated market of the Luxembourg Stock Exchange."

Earlier in 2024, Wolf Theiss advised Raiffeisen Bank International on EUR 529.4 million leasing securitization in Austria (as reported by CEE Legal Matters on June 3, 2024). In 2023, the firm advised Raiffeisen Bank on RON 369 million note issuance in Romania (as reported by CEE Legal Matters on January 31, 2023). In 2022, Wolf Theiss advised Raiffeisen Bank Romania on its RON 500.85 million issuance of senior non-preferred sustainability notes (as reported by CEE Legal Matters on August 30, 2022) while, in 2020, the firm advised on RBI's additional tier 1 issuance (as reported by CEE Legal Matters on August 10, 2020) as well as on its issuance of EUR 750 million ordinary non-subordinated debentures (as reported by CEE Legal Matters on February 13, 2020). In 2019, Wolf Theiss advised RBI on another note issuance (as reported by CEE Legal Matters on September 24, 2019).

The Wolf Theiss team included Partner Claus Schneider, Counsels Christine Siegl, Nikolaus Dinhof-Renezeder, and Eva Stadler, and Senior Associate Sebastian Prakljacic.

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With over 360 lawyers in 13 countries, over 80% of the firm’s work involves cross-border representation of international clients. We have concentrated our energies on a unique part of the world: the complex, fast-developing markets of the CEE/SEE region. Through our international network of offices, we work closely with our clients to develop innovate solutions that integrate legal, financial, and business know-how.

Wolf Theiss provides fully integrated corporate services in mergers and acquisitions, private equity, real estate, banking and finance, tax and insurance, employment law, competition law, energy law, privatisation, restructuring, public procurement and litigation. At Wolf Theiss, we measure our success by the success of our clients. We align our goals with yours to ensure that your needs are being met in even the most complex of cross-border matters. This means that we know how to listen to you and help you use the assets you already have while finding opportunities.

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