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If P&C Insurance Holding Ltd (Publ) PROSPECTUS DATED 15 MARCH 2021 IF P&C INSURANCE HOLDING LTD (PUBL) (a company incorporated under the laws of Sweden with reg. no. 556241-7559) SEK 1,500,000,000 Floating Rate Dated Subordinated Notes Due June 2051 Issue price:100 per cent. The SEK 1,500,000,000 Floating Rate Dated Subordinated Notes (the "Notes") are issued by If P&C Insurance Holding Ltd (publ) (the "Issuer"). The Notes will bear interest on their principal amount from and including 17 March 2021 (the "Issue Date"), payable quarterly in arrear on 17 June, 17 September, 17 December and 17 March in each year at a rate of interest equal to STIBOR plus the applicable Margin, as more fully described herein. Terms used but not defined in this Prospectus shall have the same meaning as ascribed to them in the Conditions. All payments of interest and principal are conditional upon the Issuer being "Solvent" at the time of payment and immediately thereafter, as further described in "Terms and Conditions of the Notes – Status and Subordination". The Issuer has the right (and, in certain circumstances, is required) to defer the payment of interest in certain circumstances all as further described in "Terms and Conditions of the Notes — Deferral of Payments", and is required to suspend the payment of principal in certain circumstances all as further described in "Terms and Conditions of the Notes — Redemption, Purchase, Substitution and Variation — Issuer suspension of redemption date". The Notes will mature on the Interest Payment Date falling in June 2051 (the "Maturity Date") and the Issuer may, subject to the prior approval of the Issuer Supervisor (as defined in "Terms and Conditions of the Notes"), redeem the Notes at their principal amount together with any accrued interest and Arrears of Interest (as defined in "Terms and Conditions of the Notes") on any date from and including 17 March 2026 to and including 17 June 2026 and on any Interest Payment Date thereafter. See "Terms and Conditions of the Notes — Redemption, Purchase, Substitution and Variation— Redemption at the Option of the Issuer". The Issuer will also have the right, subject as provided above and subject to the prior approval of the Issuer Supervisor, upon the occurrence of certain tax events, capital events or rating agency events, to redeem the Notes at their principal amount together with any accrued interest and Arrears of Interest or vary the Notes for, or substitute the Notes so that they become or remain, Qualifying Tier 2 Securities. See "Terms and Conditions of the Notes — Redemption, Purchase, Substitution and Variation — Taxation Reasons – redemption, variation or substitution", "— Capital Disqualification Event redemption, variation or substitution" and "— Rating Agency Event redemption, variation or substitution". An investment in the Notes involves certain risks. For a discussion of these risks, see "Risk Factors" on pages 7 to 26. This Prospectus has been approved by the Luxembourg Commission de Surveillance du Secteur Financier (the "CSSF"), which is the Luxembourg competent authority under Regulation (EU) 2017/1129 (the "EU Prospectus Regulation"), as a prospectus within the meaning of Article 6(3) of the EU Prospectus Regulation and issued in compliance with the EU Prospectus Regulation for the purpose of giving information with regard to the issue of Notes. The CSSF has only approved the Prospectus as meeting the standards of completeness, comprehensibility and consistency imposed by the EU Prospectus Regulation. Such an approval should not be considered as an endorsement of the Issuer nor as an endorsement of the quality of any Notes that are the subject of this Prospectus. Investors should make their own assessment as to the suitability of investing in such Notes. Applications have been made for such Notes to be admitted to listing on the official list and to trading on the regulated market of the Luxembourg Stock Exchange. The regulated market of the Luxembourg Stock Exchange is a regulated market for the purposes of the Markets in Financial Instruments Directive (Directive 2014/65/EU, as amended "EU MiFID II") on markets in financial instruments. - i - The Notes have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "Securities Act") and are subject to United States tax law requirements. The Notes are being offered outside the United States by the Joint Lead Managers (as defined in "Subscription and Sale") in accordance with Regulation S under the Securities Act ("Regulation S"), and may not be offered, sold or delivered within the United States or to, or for the account or benefit of, U.S. persons except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. The Notes will be in bearer form and in the denomination of SEK 2,000,000 and integral multiples of SEK 1,000,000 in excess thereof. The Notes will initially be in the form of a temporary global note (the "Temporary Global Note"), without interest coupons, which will be deposited on or around the Issue Date with a common depositary for Euroclear Bank S.A./N.V. ("Euroclear") and Clearstream Banking S.A. ("Clearstream, Luxembourg"). The Temporary Global Note will be exchangeable, in whole or in part, for interests in a permanent global note (the "Permanent Global Note" and, together with the Temporary Global Note, the "Global Notes"), without interest coupons, not earlier than 40 days after the Issue Date upon certification as to non-U.S. beneficial ownership. Interest payments in respect of the Notes cannot be collected without such certification of non-U.S. beneficial ownership. The Permanent Global Note will be exchangeable in certain limited circumstances in whole, but not in part, for Notes in definitive form in the denomination of SEK 2,000,000 and integral multiples of SEK 1,000,000 each and with interest coupons attached. See "Overview of Provisions Relating to the Notes While in Global Form". Payments on the Notes will be made in SEK without deduction for or on account of taxes imposed or levied by the Kingdom of Sweden to the extent described under "Terms and Conditions of the Notes—Taxation". The Notes will be rated BBB+ by S&P Global Ratings Europe Limited ("S&P"). According to S&P rating definitions available as at the date of this Prospectus, obligations rated 'BBB' mean obligations exhibiting adequate protection parameters. However, adverse economic conditions or changing circumstances are more likely to weaken the Issuer's capacity to meet its financial commitments on the obligations. The modifier '+' denotes its relative standing within the major rating categories. S&P is established in the European Economic Area ("EEA") and registered under Regulation (EU) No 1060/2009, as amended (the "EU CRA Regulation"). As such, S&P appears on the latest update of the list of registered credit rating agencies (as of the date of this Prospectus) on the ESMA website http://www.esma.europa.eu. The rating S&P has given to the Notes is endorsed by S&P Global Ratings UK Limited which is established in the UK and registered under Regulation (EU) No 1060/2009 as it forms part of domestic law of the United Kingdom by virtue of the European Union (Withdrawal) Act 2018 (the "UK CRA Regulation"). Amounts payable under the Notes are calculated by reference to the Stockholm Inter-bank Offered Rate ("STIBOR"), which is provided by Swedish Financial Benchmark Facility AB (the "Administrator"). As at the date of this Prospectus, the Administrator does not appear on the register of benchmarks established and maintained by the European Securities and Markets Authority ("ESMA") pursuant to article 36 of the Benchmark Regulation (Regulation (EU) 2016/1011). As far as the Issuer is aware, the transitional provisions in Article 51 of the Benchmark Regulation (Regulation (EU) 2016/1011) apply, such that the Administrator is not currently required to obtain authorisation/registration (or, if located outside the European Union, recognition, endorsement or equivalence). A security rating is not a recommendation to buy, sell or hold securities and may be subject to suspension, reduction or withdrawal at any time by the assigning rating agency. A revision, suspension, reduction, or withdrawal of a rating may adversely affect the market price of the Notes. Structuring Adviser Citigroup Joint Lead Managers Citigroup Nordea SEB The date of this Prospectus is 15 March 2021 - ii - CONTENTS Page IMPORTANT NOTICES ............................................................................................................................. 2 RISK FACTORS .......................................................................................................................................... 7 INFORMATION INCORPORATED BY REFERENCE .......................................................................... 27 TERMS AND CONDITIONS OF THE NOTES ........................................................................................ 29 OVERVIEW OF PROVISIONS RELATING TO THE NOTES WHILE IN GLOBAL FORM .............. 57 USE OF PROCEEDS ................................................................................................................................. 60 DESCRIPTION OF THE ISSUER, THE ISSUER'S GROUP AND THE SAMPO GROUP ................... 61 REGULATION .......................................................................................................................................... 84 TAXATION ..............................................................................................................................................
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