Ålandsbanken – Consent solicitation process regarding T2 instruments and issue of SEK 350 million AT1 notes

Ålandsbanken – Consent solicitation process regarding T2 instruments and issue of SEK 350 million AT1 notes

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Latest references

We advised Aktia Bank Plc on the issuance of an EUR 80 million Additional Tier 1 (AT1) bond. The bond pays a fixed interest rate of 6.75 per cent semi-annually. The bond is perpetual, and Aktia has the right to redeem or repurchase it in accordance with the terms of the bond, subject to certain conditions. The bond was issued on 1 April 2026. In addition, we assisted Aktia in listing the bond on the Nasdaq Helsinki Ltd stock exchange. For the listing, we prepared Finland’s first EU Follow-on prospectus for a bond. The EU Follow-on prospectus was introduced on 5 March 2026 with an update to the Prospectus Regulation (EU) No. 2017/1129. The EU Follow-on prospectus is a new type of prospectus that can be used, among others, by issuers whose securities have been admitted to trading on a regulated market continuously for at least the 18 months preceding the offer to the public or the admission to trading on a regulated market of the new securities. A follow-on prospectus is simpler than a so-called traditional prospectus, and it is intended to avoid repeating information that the issuer has already disclosed. Nordea Bank Abp acts as the sole structuring advisor for the issue of the Notes. Nordea Bank Abp, Danske Bank A/S and ABN Amro Bank N.V. act as the lead managers for the issue of the Notes. 
Case published 7.4.2026
We advised S-Bank Plc in its issuance of a EUR 150 million Senior Non-Preferred Notes and on the tender offer of its EUR 150 million Senior Preferred MREL Eligible Notes maturing in 2026. The tender offer required prior approval from the Finnish Financial Stability Authority based on the Commission’s regulatory technical standards (EU) 2023/827. The Stability Authority granted S-Bank a permission for repurchases of the notes. Based on the permission, S-Bank replaced the notes with own funds or eligible liabilities instruments of equal or higher quality at terms that are sustainable for the income capacity of S-Bank. According to the final tender offer results published on 10 December 2025, S-Bank repurchased a total of EUR 97.9 million of the notes. The new notes will pay a floating interest rate, which is determined based on 3-month Euribor added with a margin of 1.35 per cent. The notes were issued on 11 December 2025 and listed on Nasdaq Helsinki Ltd. The maturity date of the notes is 11 December 2029. The purpose of the issue was to meet the minimum requirement for own funds and eligible liabilities (MREL) and to finance the bank’s activities.
Case published 18.12.2025
We advised Ålandsbanken Abp in the consent solicitation process regarding its SEK 150,000,000 Tier 2 notes due December 2041 and SEK 200,000,000 Tier 2 notes due March 2043. The terms and conditions of the aforementioned instruments were amended by removing the write-down mechanisms in the consent solicitation process. In addition, we advised Ålandsbanken Abp on the issue of SEK 350 million Additional Tier 1 notes. The notes bear floating interest at the rate of STIBOR three months plus a margin of 3.35 per cent per annum. The AT1 notes were issued on 20 November 2025, and admitted to trading on the official list of Nasdaq Helsinki Ltd. The instrument has no maturity date and qualifies as Additional Tier 1 capital in accordance with the EU Capital Requirements Regulation. The issue strengthens Ålandsbanken’s capital structure by taking advantage of favourable market conditions.
Case published 10.12.2025
We advised Neste Corporation on the refinancing of its EUR 500 million term facility by way of two EUR 250 million bilateral term facilities provided by OP Corporate Bank plc and Danske Bank A/S, Finland Branch.  Each term facility has a maturity of three years with extension options.
Case published 25.11.2025