2017-09-18 10:00:29 CEST

2017-09-18 10:00:29 CEST


REGULATED INFORMATION

English Finnish
Huhtamäki Oyj - Other information disclosed according to the rules of the Exchange

Huhtamäki Oyj considers the issuance of new notes and announces a voluntary tender offer for its outstanding notes maturing in 2020


HUHTAMÄKI OYJ STOCK EXCHANGE RELEASE 18.9.2017 AT 11:00

Huhtamäki Oyj considers the issuance of new notes and announces a voluntary
tender offer for its outstanding notes maturing in 2020

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, HONG KONG, JAPAN,
NEW ZEALAND, SOUTH AFRICA OR SUCH OTHER COUNTRIES OR OTHERWISE IN SUCH
CIRCUMSTANCES IN WHICH THE OFFERING OF THE NEW NOTES (AS DEFINED BELOW), THE
TENDER OFFER (AS DEFINED BELOW) OR THE RELEASE, PUBLICATION OR DISTRIBUTION
WOULD BE UNLAWFUL.

Huhtamäki Oyj considers the issuance of new euro-denominated fixed rate notes
(the "New Notes"). The issuance of New Notes may take place in the near future
subject to market conditions. In addition, OP Corporate Bank plc (the "Offeror")
invites today the holders of the EUR 200 million 3.375 percent notes due May
14, 2020 (ISIN: FI4000064050) issued by Huhtamäki Oyj (the "Notes"), to tender
their Notes for cash on the terms and conditions set out in the tender offer
memorandum dated September 18, 2017 (the "Tender Offer").

The Offeror proposes to accept for purchase an aggregate principal amount of
Notes validly tendered in the Tender Offer of up to EUR 150 million. The Offeror
however reserves the right, in its sole discretion, to decide on the acceptance
for purchase of the Notes, including not to accept any purchase of the Notes. If
the Offeror decides to accept for purchase Notes and the aggregate principal
amount of Notes validly tendered pursuant to the Tender Offer is more than the
amount accepted for purchase pursuant to the Tender Offer (the "Final Acceptance
Amount"), the Offeror intends to accept such Notes for purchase on a pro rata
basis.

The purchase price of the Notes is EUR 1,086.70 per Notes with nominal amount of
EUR 1,000.00. Accrued and unpaid interest will be paid in respect of all the
Notes validly tendered and delivered and accepted for purchase.

The acceptance of the Tender Offer is subject to, without limitation, the
pricing of the issue of the New Notes and the execution of an issuance agreement
between the joint lead managers and Huhtamäki Oyj.

The Tender Offer period begins on September 18, 2017 and closes at 4:00 p.m.
Finnish time (EEST) on September 26, 2017. The indicative tender offer results
will be announced on or about September 27, 2017, and the final tender offer
results and completion date will be announced as soon as feasible, but no later
than October 5, 2017. The settlement date of the Tender Offer will in no case be
later than October 12, 2017, subject to the completion of the issue of the New
Notes.

A noteholder that wishes to subscribe for New Notes in addition to tendering
Notes for cash pursuant to the Tender Offer may receive priority in the
allocation of the New Notes (the "New Issue Allocation"). The New Issue
Allocation may be given for an aggregate nominal amount of New Notes up to the
aggregate nominal amount of Notes subject to a noteholder's valid tender
instruction, where an allocation of New Notes is also requested. Such tender
instruction must relate to a minimum of EUR 100,000 in aggregate nominal amount
of Notes in order to comply with the minimum subscription amount of the New
Notes. New Issue Allocations will be subject to the same pro rata scaling as the
Notes pursuant to the Tender Offer, so the New Issue Allocations will not exceed
the Final Acceptance Amount.

If any noteholder wishes to subscribe for New Notes it must make an application
to subscribe for such New Notes to any of the joint lead managers of the issue
of the New Notes. Nordea Bank AB (publ) and OP Corporate Bank Plc act as joint
lead managers for the issue of the New Notes.

OP Corporate Bank plc acts as offeror, dealer manager and tender agent for the
Tender Offer. Information in respect of the Tender Offer may be obtained from OP
Corporate Bank plc: email: liabilitymanagement@op.fi / tel. +358 10 252 1668.

For further information, please contact:
Mr. Tom Erander, Treasurer, tel. +358 (0)10 686 7893

HUHTAMÄKI OYJ
Group Communications
Huhtamaki is a global specialist in packaging for food and drink. With our
network of 77 manufacturing units and additional 24 sales only offices in
altogether 34 countries, we're well placed to support our customers' growth
wherever they operate. Mastering three distinctive packaging technologies,
approximately 17,400 employees develop and make packaging that helps great
products reach more people, more easily. In 2016 our net sales totaled EUR 2.9
billion. The Group has its head office in Espoo, Finland and the parent company
Huhtamäki Oyj is listed on Nasdaq Helsinki Ltd. Additional information is
available at www.huhtamaki.com.

Important Information

The information contained herein is not for release, publication or
distribution, in whole or in part, directly or indirectly, in or into the United
States, Australia, Canada, Hong Kong, Japan, New Zealand, South Africa or such
other countries or otherwise in such circumstances in which the release,
publication or distribution would be unlawful. The information contained herein
does not constitute an offer to sell or the solicitation of an offer to buy, nor
shall there be any sale of, the New Notes in any jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration, exemption
from registration or qualification under the securities laws of any such
jurisdiction.

This communication does not constitute an offer of securities for sale in the
United States. The New Notes have not been and will not be registered under the
U.S. Securities Act of 1933, as amended (the "Securities Act") or under the
applicable securities laws of any state of the United States and may not be
offered or sold, directly or indirectly, within the United States or to, or for
the account or benefit of, U.S. persons except pursuant to an applicable
exemption from, or in a transaction not subject to, the registration
requirements of the Securities Act.

This communication does not constitute an offer of New Notes to the public in
the United Kingdom. No prospectus has been or will be approved in the United
Kingdom in respect of the New Notes. Consequently, this communication is
directed only at (i) persons who are outside the United Kingdom, (ii) persons
who have professional experience in matters relating to investments falling
within Article 19(5) of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005 (the "Order"), (iii) high net worth entities falling
within Article 49(2) of the Order and (iv) other persons to whom it may lawfully
be communicated (all such persons together being referred to as "relevant
persons"). In addition, this communication is, in any event only directed at
persons who are "qualified investors" pursuant to the Prospectus Directive
(2003/71/EC, as amended). Any investment activity to which this communication
relates will only be available to, and will only be engaged with, relevant
persons. Any person who is not a relevant person should not act or rely on this
document or any of its contents.


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