Baltic Horizon Fund applies for temporary reduction of equity covenant in relation to Baltic Horizon Fund EUR 50 million 5-year unsecured bonds maturing in 2023 (ISIN EE3300111467).
In the light of the COVID-19 outbreak and the associated effects on Baltic economies and tenants of the properties operated by Baltic Horizon Fund the fund has decided to request the holders of the bonds (the Holders) to lower the equity ratio covenant in the terms and conditions of the Bonds (the Terms and Conditions) from 35% to 25% for a period of 12 months.
Baltic Horizon Fund confirms to all Holders that its ability to fulfil the monetary obligations provided in the Terms and Conditions has not been affected by the pandemic.
Holders who were entered in the registry of bond-holders maintained by Nasdaq CSD SE on the preceding business day before initiation of the written procedure, i.e. at the end of business of Nasdaq CSD SE on 3 July 2020, are entitled to vote in the written procedure. All holders of the bonds are sent a notice by Intertrust (Sweden) AB acting as the agent for bondholders (the Agent).
The resolution the Holders are requested to adopt are the following:
to amend the undertaking set out in Clause 11.3.1(a) of the Terms and Conditions for a period until 31 July 2021 in the following wording:
(a) the Equity Ratio of the Group is twenty five (25) per cent. or greater;
2. as of 1 August 2021 the wording of Clause 11.3.1(a) will automatically be reinstated into its initial form and be considered as in the original Terms and Conditions, i.e.:
(a) the Equity Ratio of the Group is thirty five (35) per cent. or greater.
Voting can be carried out by sending the filled-in voting form to the Agent by mail, courier or e-mail no later than 12:00 (CEST) of 29 July 2020. The notice sent by the Agent along with the voting instructions, the voting form and template Power of Attorney are attached.
For the quorum to be reached and the resolution taken the Holders representing at least 50% of the nominal amount of the bonds should vote and Holders representing at least 2/3 of the nominal amount of the bonds participating in the voting need to be in favour of the decision. Once a requisite majority of consents of have been received by the Agent, the relevant decision shall be deemed to be adopted, even if the time period for replies has not yet expired. Information about the decision taken will be sent by notice to the Holders, published on the websites of Baltic Horizon Fund and the Agent and published by way of stock exchange release.
If the request is approved by the Holders it will be binding on all Holders whether they participated in the voting or voted against the request or not, in accordance with Clause 14.12 of the Terms and Conditions.