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Nokia (NYSE: NOK) sells EUR 500m senior notes to refinance 2028 debt

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Nokia Corporation has issued senior unsecured notes with an aggregate principal amount of EUR 500 million under its Euro Medium Term Note programme. The notes carry a fixed annual coupon of 3.625% and mature on 5 June 2032, with an application made to list them on the regulated market of Euronext Dublin.

Nokia plans to use the net proceeds for general corporate purposes, including refinancing its outstanding EUR 500 million 3.125% notes due May 2028 through make-whole redemption provisions.

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Insights

Nokia refinances EUR 500m debt via new 2032 notes.

Nokia is issuing senior unsecured notes of EUR 500 million at a fixed 3.625% coupon, maturing on 5 June 2032. The notes are issued under its Euro Medium Term Note programme and are intended to be listed on Euronext Dublin’s regulated market.

The company plans to use the proceeds for general corporate purposes, including refinancing existing EUR 500 million 3.125% notes due May 2028 via make-whole redemption. This extends debt maturity and slightly increases the coupon, without changing total nominal debt in the disclosed transaction.

The notes are offered only to eligible counterparties and professional clients under MiFID II and UK MiFIR, with no PRIIPs KID for retail investors. They are not registered under the U.S. Securities Act of 1933, limiting access mainly to institutional buyers outside the United States.

New notes principal EUR 500 million Aggregate principal amount of senior unsecured notes issued
Coupon rate 3.625% per annum Fixed annual coupon on new notes
New notes maturity 5 June 2032 Maturity date of newly issued notes
Existing notes principal EUR 500 million Outstanding notes to be refinanced
Existing notes coupon 3.125% per annum Coupon on notes due May 2028 to be redeemed
Existing notes maturity May 2028 Maturity of notes targeted for make-whole redemption
senior unsecured notes financial
"Nokia Corporation has today issued senior unsecured notes in an aggregate principal amount of EUR 500 million"
Senior unsecured notes are a type of loan a company borrows from investors, promising to pay back with interest. They are called "unsecured" because they aren’t backed by specific assets like buildings or equipment, but "senior" because they are paid back before other debts if the company gets into trouble. Investors see them as a relatively safer way for companies to raise money.
Euro Medium Term Note (EMTN) programme financial
"under its Euro Medium Term Note (EMTN) programme"
A euro medium term note (EMTN) programme is a legal arrangement that lets a borrower issue multiple debt notes over time under one set of paperwork, often in euros but sometimes in other currencies and with different maturities. Think of it like a single menu of IOUs an issuer can use as needed; it matters to investors because it creates a steady supply of bonds with varying terms, so buyers can pick maturity and yield that fit their risk, return and liquidity needs.
make-whole redemption provisions financial
"pursuant to the make-whole redemption provisions in the conditions thereof"
MiFID II regulatory
"MiFID II and UK MiFIR - professionals/ECPs-only"
MiFID II is a set of rules in Europe that aims to make financial markets more transparent and fair. It requires banks and investment firms to clearly explain their services and costs to clients, helping people make better-informed decisions when investing their money.
PRIIPs key information document (KID) regulatory
"No EEA PRIIPs key information document (KID) or UK CCI product summary has been prepared"
A PRIIPs Key Information Document (KID) is a short, standardized leaflet that explains the essential facts about complex packaged investment products for everyday investors. Like a nutrition label on food, it lays out what you might gain or lose, the main risks, and the costs in a simple, comparable way so buyers can quickly compare options and make informed choices before investing.
Financial Promotion Order regulatory
"falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005"
A financial promotion order is a regulator-issued instruction that stops, corrects, or controls public communications about financial products or services when those communications are misleading, false, or unfair. Think of it like a temporary injunction or a product recall for advertising: it limits what a company can say to the public. For investors this matters because such an order can reduce market visibility, signal regulatory concern, and quickly affect a firm’s reputation and stock price.
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Form 6-K: How Foreign Companies Report to the SEC →

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 under

the Securities Exchange Act of 1934

 

Report on Form 6-K dated June 05, 2026

(Commission File No. 1-13202)

 

Nokia Corporation

Karakaari 7

FI-02610 Espoo

Finland

(Translation of the registrant’s name into English and address of registrant’s principal executive office)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
 
Form 20-F: x   Form 40-F: ¨

 

 

 

 

 

 

Enclosures:

 

·Nokia issues EUR 500 million senior unsecured notes and applies for notes to be listed on Euronext Dublin

 

 

 

 

 Stock exchange release

5 June 2026		 1 (2)

 

Nokia Corporation
Stock Exchange Release
5 June 2026 at 13.30 EEST

 

Nokia issues EUR 500 million senior unsecured notes and applies for notes to be listed on Euronext Dublin

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO, OR TO ANY PERSON LOCATED OR RESIDENT IN OR AT ANY ADDRESS IN, ANY JURISDICTION WHERE IT IS UNLAWFUL TO DO SO.

 

Espoo, Finland - Nokia Corporation has today issued senior unsecured notes in an aggregate principal amount of EUR 500 million (the "Notes") under its Euro Medium Term Note (EMTN) programme. The Notes will mature on 5 June 2032, and carry a fixed annual coupon of 3.625%.

 

Application has been made for the Notes to be listed on the regulated market of Euronext Dublin.

 

Nokia will use the net proceeds of the Notes for general corporate purposes, including the refinancing of its outstanding EUR 500 million 3.125% notes due May 2028 pursuant to the make-whole redemption provisions in the conditions thereof.

 

IMPORTANT INFORMATION

 

This release is neither an offer to sell nor a solicitation of an offer to buy, nor shall there be any sale of, the Notes in any jurisdiction in which such offer, solicitation or sale would be unlawful.

 

The Notes have not been and will not be registered under the Securities Act of 1933, as amended (the "Securities Act") and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S) except in certain transactions exempt from the registration requirements of the Securities Act.  The Notes are subject to United States tax law requirements and may not be offered, sold or delivered within the United States or its possessions or to a United States person, except in certain transactions permitted by United States regulations.

 

MiFID II and UK MiFIR - professionals/ECPs-only / No EEA PRIIPs KID or UK CCI product summary – Manufacturer target market (MIFID II and UK MiFIR product governance) is eligible counterparties and professional clients only (all distribution channels). No EEA PRIIPs key information document (KID) or UK CCI product summary has been prepared as not available to retail in EEA or UK.

 

 

www.nokia.com

 

 

 

 

 Stock exchange release

5 June 2026		 2 (2)

 

Promotion of the Notes in the United Kingdom is restricted by the Financial Services and Markets Act 2000 (the "FSMA"), and accordingly, the Notes are not being promoted to the general public in the United Kingdom. In the United Kingdom, this announcement is for distribution only to, and is only directed at, persons who (i) have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Financial Promotion Order"), (ii) are persons falling within Article 49(2)(a) to (d) (high net worth companies, unincorporated associations, etc.) of the Financial Promotion Order, or (iii) are persons to whom an invitation or inducement to engage in investment activity within the meaning of section 21 of the FSMA in connection with the issue or sale of any securities may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as "relevant persons"). This announcement is directed only at relevant persons in the United Kingdom and must not be acted on or relied on in the United Kingdom by anyone who is not a relevant person.

 

About Nokia

 

Nokia is a global leader in connectivity for the AI era. With expertise across fixed, mobile, and transport networks, we’re advancing connectivity to secure a brighter world.

 

Inquiries:

 

Nokia

Communications

Phone: +358 10 448 4900

Email: press.services@nokia.com

Maria Vaismaa, Vice President, Corporate Communications

 

Nokia

Investor Relations

Phone: +358 931 580 507

Email: investor.relations@nokia.com

 

 

www.nokia.com 

 

 

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant, Nokia Corporation, has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Date: June 05, 2026Nokia Corporation
   
 By:/s/ Johanna Mandelin
 Name:Johanna Mandelin
 Title:Global Head of Corporate Legal

 

 

 

Source: View Original Filing on SEC EDGAR

FAQ

What type of notes did Nokia (NOK) issue in this 6-K filing?

Nokia issued senior unsecured notes with an aggregate principal amount of EUR 500 million. These notes were issued under its Euro Medium Term Note programme and are intended to be listed on the regulated market of Euronext Dublin.

What is the coupon rate and maturity of Nokia’s new EUR 500 million notes?

The new Nokia notes carry a fixed annual coupon of 3.625% and mature on 5 June 2032. This provides investors with long-dated, fixed-rate exposure to Nokia’s credit over a roughly six-year period from issuance.

How will Nokia (NOK) use the proceeds from the EUR 500 million notes?

Nokia plans to use the net proceeds for general corporate purposes, including refinancing its outstanding EUR 500 million 3.125% notes due May 2028. The refinancing will be executed pursuant to the make-whole redemption provisions in the conditions of those existing notes.

Are Nokia’s new notes available to retail investors in the EEA or UK?

The notes are targeted only at eligible counterparties and professional clients under MiFID II and UK MiFIR. No EEA PRIIPs key information document or UK CCI product summary has been prepared, so the notes are not available to retail investors in the EEA or UK.

Can Nokia’s new notes be offered or sold in the United States?

The notes have not been and will not be registered under the U.S. Securities Act of 1933. They may not be offered or sold in the United States or to U.S. persons, except in certain transactions exempt from the registration requirements of the Securities Act.

On which exchange does Nokia intend to list the new EUR 500 million notes?

Application has been made for the notes to be listed on the regulated market of Euronext Dublin. Listing on this exchange supports secondary market trading and transparency for institutional investors in European debt markets.