AEROF Sweden Bondco AB (publ) calls for a change of the terms of the company’s senior secured bonds and requests certain waivers by initiation of a written procedure
AEROF Sweden Bondco AB (publ) (the "Company" and together with its subsidiaries from time to time, the "Group") has instructed the agent for the Company's senior unsecured bonds with ISIN SE0015483151 (the "Bonds") to initiate a written procedure to request that bondholders vote in favour of certain amendments and waivers to the terms and conditions of the Bonds.
The proposed waivers include (i) waiving the equity to bonds outstanding covenant for the reference dates occurring on 31 December 2023 in relation to the audited financial report for the financial year ending on 31 December 2023 (the "Financial Statements") and 31 March 2024 in relation to the interim unaudited report for the quarter ending on 31 March 2024 and in each case any event of default occurring as a consequence of such covenant breach (ii) the Issuer's obligation to publish the Financial Statements for a period of up until 15 business days after the finalisation of the written procedure and any event of default occurring as a consequence of the delayed publication of the Financial Statements and (iii) the Issuer's obligation to publish the interim unaudited report for the quarter ending on 31 March 2024 provided that such report is published by 30 June 2024, each in accordance with the further details specified in the notice of the written procedure (the "Waiver Proposal").
The proposed amendments include (i) making certain changes to the maintenance test (ii) amending the definition of "Bonds Outstanding" and (iii) adjusting the undertaking relating to the annual management fee so that such fee shall be payable in kind and subordinated to the Bonds or converted to equity in the fund, each in accordance with the further details specified in the notice of the written procedure (together with the Waiver Proposal, the "Proposal").
If the Proposal is duly adopted by a requisite majority participating in the written procedure and voting for the Proposal, the Company will pay a consent fee in an amount equal to 1.50 per cent. of the nominal amount of each Bond and partially redeem Bonds in an amount equal to EUR 7,000,0000, each in accordance with the terms and subject to the conditions specified in the notice of the written procedure.
The agent will deliver the notice of a written procedure to all bondholders on 3 June 2024. The written procedure will commence on 10 June 2024 and end on 1 July 2024. To be eligible to participate in the written procedure a holder must fulfil the formal criteria for being a bondholder on 10 June 2024. This means that the holder must be registered on a securities account with Euroclear Sweden AB as a direct registered owner (Sw. direktregistrerad ägare) or authorised nominee (Sw. förvaltare) with respect to one or several Bonds.
Pareto Securities Oy has been retained as financial advisor in connection with the written procedure.
The notice of a written procedure is available on the Company's website (aerof-bond.com) and on Stamdata (www.stamdata.com).
For additional information, please contact:
Paolo Alonzi
Head of Structuring & Operational Strategy – Alternatives
T: +44 (0)7385 009727
Or
Jason Baggaley
Deputy Head of Real Estate Value Add Funds
T: +44 (0)7801 039463
Important information:
This information is by AEROF Sweden Bondco AB (publ) required to disclose under the EU Market Abuse Regulation. The information was submitted for publication on 3 June 2024 at 15:15 CET.