Amendments to the terms and conditions of Solteq Plc notes approved in written procedure
Solteq Plc, Inside information, May 18, 2020 at 5:45 p.m. EEST
Solteq Plc (“Solteq” or the “Company”) has successfully completed a written procedure (the "Written Procedure") in order to amend the terms and conditions (the “Terms and Conditions”) of its EUR 27 million senior unsecured fixed rate notes, ISIN code FI4000157631 (the “Notes”). The outstanding nominal amount of the Notes is EUR 24,500,000 and the fixed annual interest rate is 6.00 percent.
Solteq sought for the consent of the Noteholders to extend the term of the Notes by additional twelve (12) months so that the Final Maturity Date would be six (6) years after the First Issue Date, i.e. July 1, 2021. In addition to the proposed change to the Final Maturity Date, Solteq seeked also for the consent to execute certain other technical changes to the Terms and Conditions. Prior to the approved amendment, the Final Maturity Date in accordance with the Terms and Conditions was five (5) years after the First Issue Date, i.e. July 1, 2020.
The Written Procedure was conducted followings those terms and conditions that are described in the request (“Request”) dated April 21, 2020 and addressed to the holders of the Notes (“Noteholders”). The capitalized terms in this release shall have the same meaning as in the Request.The Written Procedure commenced on April 21, 2020 and expired on May 18, 2020 at 5:00 pm (EEST). In accordance with the Request, Solteq seeked for the approval of the Noteholders in a Written Procedure to execute the changes to the Terms and Conditions. Pursuant to the Terms and Conditions, quorum in respect of a Written Procedure in relation to the Request existed if Noteholders representing at least 20 percent of the Adjusted Nominal Amount reply to the Request in the Written Procedure. The Request is approved if at least two-thirds (2/3) of the votes cast in the Written Procedure consent to the Request. The Noteholders who replied to the Request in the Written Procedure represented 95.10 percent of the Adjusted Nominal Amount. 99.57 percent of the votes casted in the Written Procedure consented to the Request. Therefore, quorum in respect of a Written Procedure in relation to the Request existed and the Request was approved by required majority of the Noteholders participating in the Written Procedure. Thus, the requested amendments to the Terms and Conditions will become effective as of May 18, 2020. The amendments to the Terms and Conditions as approved in the Written Procedure are attached to this stock exchange release.
The Company will pay a fee of 1.0 percent of each Noteholder’s holdings of the Nominal Amount of the Notes (the "Fee") to those Noteholders from whom a valid Voting Form in favour of the Request was received by Nordic Trustee Oy before the Final Response Time, and who remain to be Noteholders on May 20, 2020. The Fee will be paid no later than May 28, 2020 to the Noteholders eligible to receive it, as described in more detail in the Request.
The amendments to the Terms and Conditions as approved in the Written Procedure
Solteq in brief
Solteq is a Nordic provider of IT services and software solutions specializing in the digitalization of business and industry-specific software. The key sectors in which the company has long term experience include retail, industry, energy and services. The company operates in Finland, Sweden, Norway, Denmark, Poland and the UK and employs 600 professionals.