Result of Tender Offer

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 STOCK EXCHANGE RELEASE 9 September 2022 at 3.00 pm

Sampo plc announces final results of its cash tender offers in respect of its outstanding EUR 500,000,000 1.625 per cent. Notes due 21 February 2028, EUR 500,000,000 2.250 per cent. Notes due 27 September 2030, EUR 500,000,000 1.250 per cent. Notes due 30 May 2025 and EUR 750,000,000 1.00 per cent. Notes due 18 September 2023

This announcement is released by Sampo plc and contains information that qualified or may have qualified as inside information for the purposes of Article 7 of Regulation (EU) No. 596/2014 on market abuse as it forms part of United Kingdom domestic law by virtue of the European Union (Withdrawal) Act 2018, as amended ("UK MAR"), encompassing information relating to the 2028 Notes, the 2030 Notes, the 2025 Notes and the 2023 Notes described above (each as defined below). For the purposes of UK MAR and Article 2 of the Commission Implementing Regulation (EU) 2016/1055 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018, as amended, this announcement is made by Sami Taipalus, the Head of Investor Relations of Sampo plc.

Sampo plc (the "Issuer") today announces the final results of its invitations to holders of its outstanding EUR 500,000,000 1.625 per cent. Notes due 21 February 2028 (ISIN: XS1775786574) (the "2028 Notes"), EUR 500,000,000 2.250 per cent. Notes due 27 September 2030 (ISIN: XS1888184121) (the "2030 Notes"), EUR 500,000,000 1.250 per cent. Notes due 30 May 2025 (ISIN: XS1622193750) (the "2025 Notes") and EUR 750,000,000 1.00 per cent. Notes due 18 September 2023 (ISIN: XS1520733301) (the "2023 Notes") (together, the "Securities" and each series of Securities, a "Series") to (i) tender any and all of their 2028 Notes, and (ii) to tender their 2030 Notes, 2025 Notes and 2023 Notes up to (subject as set out in the Tender Offer Memorandum (as defined below)) an aggregate principal amount of the EUR 500,000,000 less the aggregate principal amount of the 2028 Notes validly tendered and accepted for purchase, subject to the Acceptance Priority Levels set out in herein, in each case for purchase by the Issuer for cash.

Such invitations (the "Tender Offers") were announced on 31 August 2022 and were made on the terms and subject to the conditions contained in the tender offer memorandum dated 31 August 2022 (the "Tender Offer Memorandum") prepared by the Issuer. Capitalised terms used and not otherwise defined in this announcement have the meanings given thereto in the Tender Offer Memorandum.

Final Acceptance Amount and Pricing Information

As at the Expiration Time, being 5.00 pm Central European time on 8 September 2022, the Issuer had received valid tenders for purchase pursuant to the Tender Offers of: (i) EUR 186,982,000 of the 2028 Notes; (ii) EUR 95,142,000 of the 2030 Notes; (iii) EUR 108,000,000 of the 2025 Notes; and (iv) EUR 110,505,000 of the 2023 Notes.

The Issuer has decided to set the Final Acceptance Amount at EUR 500,629,000. Pricing for the Tender Offers took place at or around 2.00 pm Central European time today.

A summary of the final results of, and pricing for, each Series of Securities appears below:

Any and all Securities

Capped Tender Offer Securities

General

The Settlement Date in respect of the Securities accepted for purchase pursuant to the Tender Offers is expected to be 12 September 2022.

Following settlement of the Tender Offers, (i) EUR 313,018,000 of the 2028 Notes; (ii) EUR 404,858,000 of the 2030 Notes; (iii) EUR 161,904,000 of the 2025 Notes; and (iv) EUR 318,181,000 of the 2023 Notes will remain outstanding.

The Issuer will also pay an Accrued Interest Payment in respect of Securities purchased pursuant to the Tender Offers.

Contact information

Dealer Managers for the Tender Offers:

Citigroup Global Markets Limited

Telephone: +44 20 7986 8969Attention: Liability Management GroupEmail: [email protected]

Nordea Bank Abp Telephone: +45 61360379Attention: Nordea Liability ManagementEmail: [email protected]

Tender Agent for the Tender Offers:

Kroll Issuer Services Limited

Telephone: +44 20 7704 0880Attention: Owen MorrisEmail: [email protected]  

Website: https://deals.is.kroll.com/sampo  

DISCLAIMER:

The offer period for the Tender Offers has now expired. No further tenders of any Securities may be made pursuant to the Tender Offers. This announcement must be read in conjunction with the Tender Offer Memorandum. No offer or invitation to acquire any securities is being made pursuant to this announcement. The distribution of this announcement and the Tender Offer Memorandum in certain jurisdictions may be restricted by law. Persons into whose possession this announcement and/or the Tender Offer Memorandum comes are required by each of the Issuer, the Dealer Managers and the Tender Agent to inform themselves about, and to observe, any such restrictions.