Totens Sparebank Boligkreditt AS announces Summons for Written Resolutions for certain series of NOK-denominated covered bonds

31 Jan 2025 16:00 CET

Totens Sparebank Boligkreditt AS (the “Issuer”) announces today summons for
Written Resolutions in respect of certain of its outstanding bonds (the “Bonds”
or the “Bond Issues”);

NOK 750,000,000 covered bonds due 18 June 2025 with ISIN NO0010874688;

NOK 750,000,000 covered bonds due 4 June 2026 with ISIN NO0010922883; and

NOK 1,000,000,000 covered bonds due 8 June 2027 with ISIN NO0012523119

Totens Sparebank Boligkreditt AS is owned 100% by Totens Sparebank. Totens
Sparebank has merged with SpareBank 1 Østlandet on the 1st. of November 2024.
SpareBank 1 Østlandet wish to dissolve Totens Sparebank Boligkreditt AS in
effort to streamline the debt structure and reduce administrative and reporting
burdens. SpareBank 1 Boligkreditt is and will be the preferred issuer of covered
bonds for SpareBank 1 Østlandet going forward. In order to accelerate the
process SpareBank 1 Boligkreditt AS has offered to take over the remaining
liabilities for the outstanding covered Bonds issued by Totens Sparebank
Boligkreditt AS. The Bonds will have the same commercial and legal conditions as
agreed in its respective Bond Terms, but with SpareBank 1 Boligkreditt AS as
issuer and debtor for the remaining maturity.

Based on the above, the Issuer has requested the Bond Trustee to summon a
Written Resolution to propose that the Bondholders resolve to approve the change
of debtor from Totens Sparebank Boligkreditt AS to SpareBank 1 Boligkreditt AS.

Further details of the summons for a Written Resolution for each of the Bonds,
including summary details of the proposal and the terms and conditions the
summons are being made on, can be found in the attached Summons for a Written
Resolution for each of the Bonds dated 31 January 2025 (the “Summons for a
Written Resolution”). This announcement should be read in conjunction with
Summons for a Written Resolution for each of the Bonds attached hereto.

Capitalised terms used here shall have the definitions ascribed to them in the
respective Summons for a Written Resolution.

The Voting Deadline for the Summons for a Written Resolution for each of the
Bonds is at 16.00 (CET) on 14 February 2025.

Subject to the terms and conditions as set out in the Summons for a Written
Resolution, Bondholders will upon the occurrence of the Effective Date receive a
Consent Fee which consist of a base fee of 0.05% and an additional 0.01% per
annum of the residual maturity of each of the Bonds, as further described in the
Summons for a Written Resolution (the “Consent Fee”). Bondholders under NOK
1,000,000,000 covered bonds due 14 November 2025 with ISIN NO0010890858 and for
which the Proposal has already been passed, will receive payment of the Consent
Fee in accordance with the terms and conditions as set out in the Summons for a
Written Resolution.

Totens Sparebank Boligkreditt AS has engaged Nordea Bank Abp as Solicitation
Agent.

Nordic Trustee AS is acting as Bond Trustee.

For further information, please contact:
Totens Sparebank Boligkreditt AS:
Johan Røstøen, General Manager | +47 916 07 741

SpareBank 1 Østlandet:
Cathrine Mordal, Head of Treasury | +47 480 02 537.

SpareBank 1 Boligkreditt AS:
Arve Austestad, CEO | +47 950 39 769.

Solicitation Agent:
Nordea Bank Abp | +45 2465 7750 | nordealiabilitymanagement@nordea.com

Bond Trustee:
Nordic Trustee AS | +47 228 79 411 | vatsendvik@nordictrustee.com

More information:
Access the news on Oslo Bors NewsWeb site

637543_NO0010874688_SB_20250131.pdf