European capital market infrastructure Euronext announced today the launch of an offering of senior unsecured bonds due 2032 convertible into new shares and/or exchangeable for existing shares of the Company (OCEANEs), by way of a placement to qualified investors only for a nominal amount of €425 million.

On 17 April 2025, the Company entered into a bridge loan facility with, among others, affiliates of the joint bookrunners appointed in the context of the Offering, to finance the acquisition of Admincontrol. The net proceeds from the Offering will be used by the Company for the repayment of a portion of such bridge financing and general corporate purposes.

The Bonds will be issued with a denomination of €100,000 each, will be convertible and/or exchangeable into new and/or existing shares of Euronext and are expected to pay a fixed coupon at a rate between 1.5% and 2.0% per annum, payable semi-annually in arrear on 30 May and 30 November of each year (or on the following business day if this date is not a business day), and for the first time on 30 November 2025.

The initial conversion price of the Bonds will be set between 30% and 35% above the Company’s reference share price on the regulated market of Euronext in Paris. The final terms and conditions of the Bonds are expected to be determined following the completion of the bookbuilding process later today, and settlement and delivery of the Bonds is expected to take place on 30 May 2025.

Unless previously converted, exchanged, redeemed or purchased and cancelled, the Bonds will be redeemed at par on 30 May 2032.

The Bonds may be redeemed prior to the Maturity Date at the option of the Company, under certain conditions.

Application will be made for the admission of the Bonds to trading on Euronext Access in Paris to occur within 30 calendar days from the Issue Date.