European Energy A/S releases additional estimates and forecasts and its intent to issue new EUR bonds which will result in an early redemption of its outstanding EUR 2018 Bonds
Company announcement 7/2017
19 June 2017 European Energy A/S releases additional estimates and forecasts and its intent to issue new EUR bonds which will result in an early redemption of its outstanding EUR 2018 Bonds with priority allocations for holders of the Company's outstanding bonds.
THE INFORMATION CONTAINED HEREIN IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN ANY JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.
European Energy A/S (the "Company") has mandated Carnegie Investment Bank and Nordea Bank AB (publ) to arrange fixed income investor meetings starting on 20 June 2017. A EUR denominated senior secured capital markets transaction may follow with an expected size of EUR 50-75m, subject to market conditions (the "New Issue Transaction").
Release of additional estimate for 2017 and forecast for 2018
The Company hereby releases additional full year estimate for 2017 and full year forecast for 2018. For the full year of 2017, the estimated revenue is in the range of EUR 130-170m and the budgeted gross profit is in the range of EUR 35-45m. The previously announced expectations of profit before tax for 2017 between EUR 17-22m remains unchanged. The Company expects the forecasted revenue and gross profit for 2018 to be slightly above the 2017 expectation.
Early Redemption of the outstanding EUR 2018 Bonds
In conjunction with the New Issue Transaction the Company intends to give conditional notice to all holders of the 2018 Bonds (the "Holders") of the Company's maximum EUR 60,000,000 Senior Unsecured Callable Floating Rate Bonds 2014/2018 (ISIN: SE0005677796) (the "2018 Bonds"), of which EUR 45,000,000 currently is outstanding, by exercise of its option for early redemption (the "Redemption") of the 2018 Bonds in full in accordance with Clause 10.3.2 of the terms and conditions for the 2018 Bonds (the "Terms and Conditions"). Unless otherwise defined herein, all defined words and expressions shall have the meaning given to them in the Terms and Conditions.
If the Redemption occurs in conjunction with the New Issue Transaction, the 2018 Bonds will be irrevocably redeemed on a Redemption Date at 102.00 per cent of the Nominal Amount (i.e. EUR 102,000 per Bond) plus any accrued but unpaid interest (from, but excluding, the preceding Interest Payment Date up to and including such Redemption Date). The redemption amount will be disbursed to those being directly registered owners and registered authorised nominees (Sw. förvaltare) of the 2018 Bonds as of the relevant Record Date in the debt ledger produced by the CSD. In connection with the Redemption, the 2018 Bonds will be delisted from the corporate bond list at Nasdaq Stockholm (defined as NASDAQ OMX Stockholm in the Terms and Conditions).
Please note that the above does not constitute a formal notice of Redemption under the Terms and Conditions and that such will follow if the Company proceeds with the Redemption
Priority allocation in the New Issue Transaction
The Issuer contemplates to provide Holders of 2018 Bonds a priority right in connection with the New Issue Transaction entailing that for every EUR 100,000 held in nominal amount of 2018 Bonds Holders may obtain a priority allocation of EUR 100,000 in nominal amount of the notes issued in the New Issue Transaction.
Any Holders wishing to obtain such priority allocation will be requested to contact the Joint Bookrunners using the contact details below.
Carnegie Investment Bank AB (publ)
Tel: +46 8 5886 89 04, E-mail: firstname.lastname@example.org
Nordea Bank AB (publ)
Tel: +45 6161 2996, E-mail: Nordealiabilitymanagement@nordea.com
European Energy A/S
Jens-Peter Zink, chairman of the board
Tel: + 45 2047 8220, E-mail: email@example.com
Important Regulatory Notice
This company announcement is not an offer of securities for sale in the United States. The bonds may not be sold in the United States unless they are registered under the Securities Act or are exempt from registration. The offering of bonds described in this company announcement has not been and will not be registered under the Securities Act, and accordingly any offer or sale of bonds may be made only in a transaction exempt from the registration requirements of the Securities Act.
It may be unlawful to distribute this company announcement in certain jurisdictions. This announcement is not for distribution in Canada, Japan or Australia. The information in this company announcement does not constitute an offer of securities for sale in Canada, Japan or Australia.
This company announcement has been made in accordance with the market abuse regulation (regulation (EU) no. 596/2014 on market abuse) and contains information that prior to its disclosure may have constituted inside information under the market abuse regulation.