TIDMSAMPO 
 
 
   NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO OR TO ANY 
PERSON LOCATED OR RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND 
POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, 
AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS), ANY STATE 
OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA OR IN OR INTO ANY OTHER 
JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT 
 
   SAMPO PLC                        INSIDER INFORMATION 
23 November 2020 at 2:35 pm 
 
 
 
   Sampo plc announces a cash tender offer in respect of its outstanding 
EUR 500,000,000 1.50 per cent Notes due 16 September 2021, SEK 
700,000,000 0.875 per cent Notes due 23 May 2022, SEK 1,300,000,000 
Floating Rate Notes due 23 May 2022, EUR 750,000,000 1.00 per cent Notes 
due 18 September 2023 and EUR 500,000,000 1.250 per cent Notes due 30 
May 2025 
 
   This announcement is released by Sampo plc and contains inside 
information for the purposes of Article 7 of the Market Abuse Regulation 
(EU) 596/2014 ("MAR"), encompassing information relating to the 2021 
Notes, 2022 Fixed Rate Notes, 2022 Floating Rate Notes, 2023 Notes and 
2025 Notes described above (each as defined below). For the purposes of 
MAR and Article 2 of the Commission Implementing Regulation (EU) 
2016/1055, this announcement is made by Jarmo Salonen, the Head of 
Investor Relations and Group Communications of Sampo plc. 
 
   Sampo plc (the "Issuer") today announces an invitation to holders of its 
outstanding EUR 500,000,000 1.50 per cent. Notes due 16 September 2021 
(ISIN: XS1110299036) (the "2021 Notes"), SEK 700,000,000 0.875 per cent. 
Notes due 23 May 2022 (ISIN: XS1823483414) (the "2022 Fixed Rate Notes"), 
SEK 1,300,000,000 Floating Rate Notes due 23 May 2022 (ISIN: 
XS1823484222) (the "2022 Floating Rate Notes"), EUR 750,000,000 1.00 per 
cent. Notes due 18 September 2023 (ISIN: XS1520733301) (the "2023 
Notes") and EUR 500,000,000 1.250 per cent. Notes due 30 May 2025 (ISIN: 
XS1622193750) (the "2025 Notes") (together, the "Securities" and each 
series of Securities, a "Series") to (i) tender any and all of their 
2023 Notes and (ii) to tender their 2021 Notes, 2022 Fixed Rate Notes, 
2022 Floating Rate Notes and 2025 Notes up to (subject as set out herein 
and allocated in the Issuer's sole discretion) an aggregate principal 
amount of the Euro Equivalent of EUR750,000,000 less the aggregate 
principal amount of the 2023 Notes validly tendered and accepted for 
purchase, in each case for purchase by the Issuer for cash. The Issuer 
however reserves the right in its sole discretion to accept 
significantly less than or significantly more than (or none of) such 
amount for purchase pursuant to the Tender Offers. 
 
   Such invitations (the "Tender Offers") are made on the terms and subject 
to the conditions contained in the tender offer memorandum dated 23 
November 2020 (the "Tender Offer Memorandum") prepared by the Issuer, 
and are subject to the offer and distribution restrictions set out below 
and as more fully described in the Tender Offer Memorandum.  Capitalised 
terms used and not otherwise defined in this announcement have the 
meanings given thereto in the Tender Offer Memorandum. 
 
   Copies of the Tender Offer Memorandum are (subject to the offer and 
distribution restrictions set out below) available from the Tender Agent, 
the contact details for which are set out below. 
 
   RATIONALE FOR THE TENDER OFFERS 
 
   The Tender Offers are being made as part of the Issuer's commitment to 
active management of its balance sheet.  The purpose of the Tender 
Offers is to pro-actively manage the Issuer's upcoming redemptions and 
to reduce gross debt.  The Issuer intends to cancel all of the 
Securities acquired pursuant to the Tender Offers. Securities which have 
not been validly submitted and accepted for purchase pursuant to the 
Tender Offers will remain outstanding on their existing terms. 
 
   THE TENDER OFFERS 
 
   The Issuer will purchase the Securities validly tendered and accepted by 
it pursuant to the relevant Tender Offer for cash at the relevant Tender 
Price as described in further detail in the Tender Offer Memorandum and 
below, together with an amount equal to accrued and unpaid interest on 
such Securities from and including the most recent interest payment date 
to but excluding the Settlement Date: 
 
   Any and all Securities 
 
 
 
 
                                                                          Aggregate 
                                                                          Principal                             Fixed     Fixed 
                                                                           Amount         Tender    Benchmark  Purchase  Purchase      Amount subject to 
Description of the Securities                           ISIN             outstanding      Price       Rate      Spread    Yield*    the relevant Tender Offer 
------------------------------------------------------  -------------  ---------------  ----------  ---------  --------  --------  -------------------------- 
                                                                                                As 
                                                                                        determined 
                                                                                            on the 
EUR 750,000,000 1.00 per cent. Notes due 18 September                                      Pricing 
 2023                                                   XS1520733301   EUR 750,000,000        Date        N/A       N/A   -0.450%                 Any and all 
------------------------------------------------------  -------------  ---------------  ----------  ---------  --------  --------  -------------------------- 
 
 
   Capped Tender Offer Securities 
 
 
 
 
                                                                       Aggregate                                     Fixed        Fixed 
                                                                       Principal Amount  Tender       Benchmark      Purchase    Purchase 
Description of the Securities                           ISIN           outstanding       Price        Rate           Spread       Yield*    Amount subject to the relevant Tender Offer 
------------------------------------------------------  -------------  ----------------  -----------  -------------  ---------  ---------- 
                                                                                         As 
                                                                                         determined                                         Up to an aggregate principal amount of the Euro Equivalent 
                                                                                         on the                                              of EUR750,000,000 less the aggregate principal amount 
EUR 500,000,000 1.50 per cent. Notes due 16 September                                    Pricing                                             of the 2023 Notes validly tendered and accepted for 
 2021                                                   XS1110299036   EUR 500,000,000   Date         N/A            N/A         -0.500%     purchase (subject as set out herein) 
------------------------------------------------------  -------------  ----------------  -----------  -------------  ---------  ----------  ---------------------------------------------------------- 
                                                                                         As 
                                                                                          determined 
                                                                                          on the 
                                                                                          Pricing 
SEK 700,000,000 0.875 per cent. Notes due 23 May 2022   XS1823483414   SEK 700,000,000    Date        N/A            N/A           -0.050% 
------------------------------------------------------  -------------  ----------------  -----------  -------------  ---------  ----------  ---------------------------------------------------------- 
SEK 1,300,000,000 Floating Rate Notes due 23 May 2022   XS1823484222   SEK               101.073%     N/A            N/A        N/A 
                                                                        1,300,000,000 
------------------------------------------------------  -------------  ----------------  -----------  -------------  ---------  ---------- 
EUR 500,000,000 1.250 per cent. Notes due 30 May 2025   XS1622193750   EUR 500,000,000   As           Interpolated   15 bps     As 
                                                                                          determined   Mid-Swap                 determined 
                                                                                          on the       Rate                     on the 
                                                                                          Pricing                               Pricing 
                                                                                          Date                                  Date 
------------------------------------------------------  -------------  ----------------  -----------  -------------  ---------  ----------  ---------------------------------------------------------- 
 
 
   * For information purposes only, the Tender Price for each Fixed Yield 
Series would, if determined in the manner described herein on the basis 
of a Settlement Date of 2 December 2020, be (i) in respect of the 2021 
Notes, 101.586 per cent.; (ii) in respect of the 2022 Fixed Rate Notes, 
101.365 per cent.; and (iii) in respect of the 2023 Notes, 104.087 per 
cent.  Should the Settlement Date in respect of any Securities of a 
Fixed Yield Series accepted for purchase pursuant to the relevant Tender 
Offer differ from 2 December 2020, the relevant Tender Price will be 
recalculated, all as further described herein. 
 
   TENDER PRICE 
 

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