Latham Advises Vår Energi on Its Inaugural Issuance of €750 Million Subordinated Fixed Rate Reset Securities

Latham & Watkins has advised Vår Energi ASA (Vår Energi), a leading independent upstream oil and gas company on the Norwegian continental shelf (NCS), in relation to its debut offering of €750 million Subordinated Fixed Rate Reset Securities due 2083.

Having previously been advised by Latham on its senior US dollar notes issuances in May 2022 and November 2022 as well as the establishment of its EMTN Programme and inaugural issuance of notes thereunder in May 2023, with this transaction, Vår Energi is broadening its range of funding sources and its investor base and reinforcing its balance sheet with a new layer of capital.

The securities were issued at a price equal to 100% of their aggregate principal amount and carry a fixed coupon until the first reset date on 15 February 2029, which will reset on the first reset date and every five years thereafter to the prevailing Euro 5-year mid-swap rate plus the applicable margin. The securities will mature on 15 November 2083.

Rating agencies Moody’s and S&P assigned to the securities issue ratings of Ba2 and BB+, respectively, with an “equity credit” of 50% (until year 50 for Moody’s and until the first reset date for S&P). The securities are listed on the regulated market of the Luxembourg Stock Exchange, and Vår Energi will use the net proceeds for general corporate purposes.

Barclays, Citi and, UniCredit acted as Global Coordinators and Structuring Advisors. Barclays, BofA Securities, Citi, Crédit Agricole CIB, DNB Markets, Intesa Sanpaolo (Divisione IMI CIB), Natixis, SMBC, Standard Chartered Bank, and UniCredit acted as Active Bookrunners.

The Latham capital markets team was led by London partner Jennifer Engelhardt and Dubai partner Basil Al-Jafari, with Dubai associates David Hayward and Shaza Loutfi.