Notice of amendment of terms and conditions for the up to SEK 500,000,000 bonds with ISIN SE0008135354 issued by Amasten Holding AB (publ)

At the request of the Issuer, the Agent has agreed to amend the Terms and Conditions of the Bonds in accordance with Clause 19(a)(i) (Amendments and Waivers) of the Terms and Conditions.

 

To bondholders of the up to SEK 500,000,000 senior unsecured floating rate notes due 2019 with ISIN SE0008135354 (the “Bonds”) issued by Amasten Holding AB (publ) (the "Issuer").

Capitalized terms not otherwise defined in this notice shall have the meaning given to them in the terms and conditions relating to the Bonds (the "Terms and Conditions"). 

At the request of the Issuer, the Agent has agreed to amend the Terms and Conditions of the Bonds in accordance with Clause 19(a)(i) (Amendments and Waivers) of the Terms and Conditions.  

Background

Interstrust (Sweden) AB (the "Agent") is under the Terms and Conditions appointed as Agent for the above mentioned bond issue.

All capitalised terms used herein and not otherwise defined in this Notice shall have the meanings assigned thereto in the Terms and Conditions and any reference in this Notice to a Clause shall be a reference to such Clause in the Terms and Conditions.

The Issuer has in accordance with the Terms and Conditions issued Initial Bonds in the amount of SEK 150,000,000 on 2 June 2016 and Subsequent Bonds in the amount of SEK 175,000,000 on 1 September 2016 (the "Subsequent Bonds"). In connection with the listing of the Subsequent Bonds an unclarity has been noted in Clause 13.7 (Listing of the Bonds) of the Terms and Conditions as the existing wording of such clause can be interpreted to stipulate a requirement to list all Bonds (i.e. the Initial Bonds and all Subsequent Bonds) and not only the Initial Bonds within the period of time specified therein, which was not the intention. In order to facilitate the listing of the Subsequent Bonds and any future listing of further subsequent bonds issued under the Terms and Conditions the Issuer has requested that the unclarity is removed by amending the Terms and Conditions.

Further, in connection with the request referred to above, the Agent has noted that a cross-reference in Clause 19(b) of the Terms and Conditions is not referring to the correct Clause in the Terms and Conditions and the Issuer and the Agent have therefore agreed to correct this by amending Clause 19(b) of the Terms and Conditions.

Since the Issuer and the Agent have deemed that the proposed amendments are made solely for the purpose of rectifying an obvious error and mistake, the Issuer and the Agent agree to the amendments set out in the table below.

Existing wording: New wording (added wording underlined and removed   wording crossed over):
13.7    Listing   of the Bonds The Issuer shall use its best   efforts to ensure that the Bonds are listed at the corporate bond list on   NASDAQ Stockholm no later than 30 days after the First Issue Date and the   Issuer shall take all reasonable measures to ensure that the Bonds are listed   accordingly, provided that the Bonds shall in any case be listed within 60   days after the First Issue Date, and the Issuer shall thereafter take all   measures required to ensure that the Bonds, once listed on NASDAQ Stockholm,   continue being listed on NASDAQ Stockholm for as long as any Bond is   outstanding (however, taking into account the rules and regulations of NASDAQ   Stockholm and the CSD (as amended from time to time) preventing trading in   the Bonds in close connection to the redemption of the Bonds).  13.7    Listing   of the Bonds The Issuer shall use its best   efforts to ensure that the Bonds are listed at the corporate bond list on   NASDAQ Stockholm. The Issuer shall use its best efforts to ensure that the   Initial Bonds shall be listed no later than 30 days after the First Issue   Date and the Issuer shall take all reasonable measures to ensure that the Initial   Bonds are listed accordingly, provided that the Initial Bonds shall in   any case be listed within 60 days after the First Issue Date., and   tThe Issuer shall thereafter take all measures required to ensure   that the Bonds, once listed on NASDAQ Stockholm, continue being listed on   NASDAQ Stockholm for as long as any Bond is outstanding (however, taking into   account the rules and regulations of NASDAQ Stockholm and the CSD (as amended   from time to time) preventing trading in the Bonds in close connection to the   redemption of the Bonds). 
19(b)The Agent shall promptly notify the   Bondholders of any amendments or waivers made in accordance with Clause   19(a), setting out the date from which the amendment or waiver will be   effective, and ensure that any amendments to the Finance Documents are published   in the manner stipulated in Clause 11.3 (Information   among the Bondholders). The Issuer shall ensure that any amendments to   the Finance Documents are duly registered with the CSD and each other   relevant organisation or authority. 19(b)The Agent shall promptly notify the   Bondholders of any amendments or waivers made in accordance with Clause   19(a), setting out the date from which the amendment or waiver will be   effective, and ensure that any amendments to the Finance Documents are   published in the manner stipulated in Clause 11.3 (Information among the Bondholders)Clause 11.4 (Publication of Finance Documents).   The Issuer shall ensure that any amendments to the Finance Documents are duly   registered with the CSD and each other relevant organisation or authority.

The amendments took effect on 24 October 2016.

Please find the amended terms and conditions attached.

Anna Litewka

Director

Agent & Bondholder Representative Services

tel +46 (0)8 402 72 11

mobile +46 (0)73 582 55 65

Sweden Sveavägen 9

111 57 Stockholm, Sweden

tel +46 8 402 72 00

fax +46 8 402 72 99

post address  P.O. Box 162 85

103 25 Stockholm, Sweden

stockholm@intertrustgroup.com

www.intertrustgroup.com

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