Agro Perspectiva

Trigon Agri A/S bondholders have approved proposals submitted for voting in written procedure

29.04.2016 10:00 "Agro Perspectiva" (Kyiv) — The Holders have approved two debt restructuring proposals made by Trigon Agri A/S in relation to its SEK 350 million senior secured bonds with ISIN SE0004019008

Intertrust CN (Sweden) AB, acting in its capacity as agent for the holders under the terms and conditions of the bonds, initiated on 12 April 2016, on the request of the issuer, a written procedure in which the holders could approve or reject two separate proposals for a debt restructuring of the bonds made by the issuer. The first proposal involves a partial redemption in kind of the bond debt with an aggregate amount of 55,685,000 SEK (i.e. 1,591 SEK per bond) against allotment of shares in a Swedish public limited liability company. Upon the partial redemption, each holder will be allotted one share in the Swedish public limited liability company per bond held. The holders will, through the ownership in the Swedish public limited liability company, indirectly receive a right to convert convertible bonds into maximum 195,000,000 shares in Trigon Agri A/S on certain conditions. The second proposal is a waiver request in respect of a bridge loan to be incurred by Trigon Agri A/S in the maximum amount of 2,000,000 EUR and certain collateral in relation thereto.

The written procedure was closed at 17:00 (CET) on 27 April 2016. Holders representing 60.55 % of the total nominal amount participated in the written procedure, hence it was concluded that the quorum requirement was met in respect of both proposals. Of the participating holders 98.58 % approved the partial debt to equity swap and 98.58 % of the participating holders approved the waiver request in respect of the bridge loan and the related collateral. This means that both of the issuer’s debt restructuring proposals have been approved by the holders and will be binding for all holders irrespective of whether they have participated in the voting or how they have voted.

The approval of the partial debt to equity swap as described above will however not become effective unless the Danish Financial Supervisory Authority has confirmed that no mandatory tender offer obligation apply or that it has given a waiver in respect thereof and the Swedish public limited liability company meets the conditions set out in the notice of the written procedure.

Provided that all the conditions for the effectiveness of the approval of the partial debt to equity swap have been fulfilled, the agent will immediately notify the holders of the occurrence of the effective date by sending a notice to the direct registered holders and the nominees by regular mail, make a publication on its website (http://www.intertrustgroup.com/en/capital-markets) and issue a press release. Such notice will set out i) the record date on which a person must be a holder to be allotted shares in the Swedish public limited liability company against partial redemption of its bond debt and ii) the redemption date for the early partial redemption of the bond debt and the date for the allotment of the shares in the Swedish public limited liability company.