Decisions of extraordinary general meeting of shareholders of AB East West Agro
Kauno r., 2020-12-03 08:14 CET --
On 3 December 2020, during extraordinary general meeting of shareholders of AB East West Agro, these decisions were taken:
To approve the issuance of the bonds of the Company for the purpose of refinancing of the existing loans of the Company on more favourable terms.
To determine that the bonds of the Company will not be offered publicly (the bonds will be offered as private placement to the investors selected by the Company) and will be issued on the following main terms:
Nominal value of one bond: 1 eur.
Nominal value of the entire bond issue: 1500000 eur.
Redemption date of the bonds: The Company is entitled to redeem all the bonds 18 months after the issue date by giving to the investor at least 2 months’ notice prior to the proposed redemption. Early redemption is subject to a separate agreement between the Company and the investor.
Interest and interest payment terms: As of the issue date, the bonds will bear annual interest at a rate of 14%. Subsequently interest rate will be determined every 6 months based on the financial results of the last half of the calendar year or year-end financial results and will applied over the next 6 years: 12%, if the Company’s net financial debt / 12-month EBITDA < 3 14%, if the Company’s net financial debt / 12-month EBITDA > 3 but < 4.5 16%, if the Company’s net financial debt / 12-month EBITDA > 4.5 The net financial debt of the Company includes the Company’s tax arrears owed to the state budget, payment of which arrears has been or will be deferred under the existing or prospective tax arrears agreement. Interest is payable at 6-month intervals unless the Company and the investor agree on more frequent payments in the definitive agreement. By agreement of the Company and the investor, interest may be paid in cash or may be capitalized (added to the principal amount).
To determine that in case the final terms and conditions of the bonds agreed with the investor differ from the terms and conditions indicated above, the Management Board of the Company shall be entitled to amend any of the above indicated terms and conditions by its own decision (without the convocation of a new general meeting of shareholders of the Company).
To obligate and authorise the Managing Director of the Company on behalf of the Company to sign documents on the issuance of the bonds by the Company and perform all actions related thereto.