Amatheon Agri Holding N.V.
Amatheon Agri Holding N.V. and Amatheon Financing B.V. resolved to propose a
debt-to-equity swap of the outstanding Amatheon Financing notes for newly
issued shares of Amatheon Agri Holding
24-May-2019 / 18:20 CET/CEST
Dissemination of a French Regulatory News, transmitted by EQS Group.
The issuer / publisher is solely responsible for the content of this
announcement.
Amatheon Agri Holding N.V. / Amatheon Financing B.V.:
Amatheon Agri Holding N.V. and Amatheon Financing B.V. resolved to propose a
debt-to-equity swap of the outstanding Amatheon Financing notes for newly
issued shares of Amatheon Agri Holding
Key word(s): debt-to-equity swap
24 May 2019
Disclosure of inside information according to Article 17 MAR of the
Regulation (EU) No 596/2014
________________________________________
Amatheon Agri Holding N.V. / Amatheon Financing B.V.:
Amatheon Agri Holding N.V. and Amatheon Financing B.V. resolved to propose a
debt-to-equity swap of the outstanding Amatheon Financing notes for newly
issued shares of Amatheon Agri Holding
Berlin, 24 May 2019.
The management and supervisory boards of Amatheon Agri Holding N.V.
("Amatheon Agri Holding") and the managing board of Amatheon Financing B.V.
("Amatheon Financing") resolved today to propose a debt-to-equity swap of
the outstanding notes issued by Amatheon Financing for newly issued shares
of Amatheon Agri Holding.
Amatheon Financing has issued up to EUR 125,000,000.00 Notes, due on 31 July
2019, ISIN: DE000A1ZML05, divided in up to 1,250 notes with a nominal value
of EUR 100,000.00 each (the "Notes"). Currently, Notes with an aggregate
nominal amount of EUR 93,200,000 are outstanding. Amatheon Agri Holding has
undertaken a guarantee for the payment of all obligations under the Notes.
For the purpose of the debt-to-equity swap, Amatheon Financing intends to
convene a noteholders meeting in order to resolve on a transfer of all
outstanding Notes to a settlement agent which would contribute the Notes to
Amatheon Agri Holding in the course of a capital increase against
contribution in kind. The settlement agent will act for the benefit and
account of the holders of the Notes. In addition, Amatheon Agri Holding
intends to convene a shareholders meeting in order to authorize its
management board to resolve upon the capital increase against contribution
in kind and to exclude pre-emption rights in connection therewith (if any).
The resolutions of both, Amatheon Financing's noteholders meeting and
Amatheon Agri Holding's shareholders meeting shall take place in June 2019
and would require a qualified majority.
According to the proposed resolutions, each noteholder would be given the
entitlement with respect to each Note with the nominal amount of EUR 100,000
to acquire 527,704 newly issued shares in Amatheon Agri Holding (the
"Acquisition Rights"). The Acquisition Rights may be fulfilled either by
delivery of new shares in Amatheon Agri Holding, ISIN: NL0010273694, or, to
the extent that the Acquisition Rights are not exercised, by payment of the
net proceeds from the sale of such new shares by the settlement agent. In
the course of the capital increase against contribution in kind, Amatheon
Agri Holding's issued share capital would be increased by EUR 49,182,012.80.
Tennor Holding B.V., being together with its affiliated companies and
subsidiaries the main investor in the Notes, has indicated its willingness
in principle to support the debt-to-equity swap subject to agreeing
commercial terms.
Amatheon Agri Holding Management welcomes the opportunity to restructure its
balance sheet which would enable it to expand its African operations and
scale up production of high value crops for regional and international
markets.
Investor Contact:
Marguerite Barron (Legal Counsel)
c/o Amatheon Agri Holding N.V.
Friedrichstrasse 95, 10117 Berlin, Germany
or by email at the following address: m.barron@amatheon-agri.com
Regulatory filing PDF file
Document title: Amatheon Financing B.V.
Document: http://n.eqs.com/c/fncls.ssp?u=HXLXTHQYWR [1]
Language: English
Company: Amatheon Agri Holding N.V.
Friedrichstrasse 95
10117 Berlin
Germany
Phone: +49 (0)30 5 3000 9023
Fax: +49 (0)30 5 3000 9020
E-mail: info@amatheon-agri.com
Internet: www.amatheon-agri.com
ISIN: NL0010273694
Euronext Ticker: MLAAH
AMF Category: Inside information / Other releases
EQS News ID: 815813
End of Announcement EQS News Service
815813 24-May-2019 CET/CEST
1: https://link.cockpit.eqs.com/cgi-bin/fncls.ssp?fn=redirect&url=3f23a6d31f0534b09632ca4dff5c8a47&application_id=815813&site_id=vwd&application_name=news
(END) Dow Jones Newswires
May 24, 2019 12:20 ET (16:20 GMT)
