OXE Marine receives approval from bondholders in written procedure
Prenumeration
Beskrivning
| Land | Sverige |
|---|---|
| Lista | First North Stockholm |
| Sektor | Industri |
| Industri | Maskinindustri |
NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, NEW ZEALAND, JAPAN, HONG KONG, SOUTH KOREA, SINGAPORE, SOUTH AFRICA, SWITZERLAND, RUSSIA OR BELARUS OR ANY OTHER STATE OR JURISDICTION IN WHICH RELEASE, DISTRIBUTION OR PUBLICATION WOULD BE UNLAWFUL OR WOULD REQUIRE REGISTRATION OR OTHER MEASURES UNDER APPLICABLE LAW.
OXE Marine AB (publ) (”OXE Marine” or the ”Company”) announces that today, 23 October 2024, the Company has received approval from its bondholders through the written procedure (the ”Written Procedure”) initiated on 3 October 2024 pursuant to a notice dated the same day (the ”Notice”) in respect of the Company's outstanding bonds ISIN: NO0010815442, ISIN: SE0010831545 and ISIN: SE0010831594 (the ”Bonds”). The approval of the proposal in the Notice is an important step in the Company's recapitalisation announced on 16 September 2024.
In accordance with the Notice and a press release published by OXE Marine on 3 October 2024, the Company convened the Written Procedure as part of the announced recapitalisation for the purpose of requesting the holders of the Bonds (the ”Bondholders”) to vote in favour of a debt-to-equity swap, whereby the Bonds, including accrued interest up to and including the settlement date of the Debt-to-Equity Swap (preliminary 2 December 2024), are set off against newly issued shares in the Company (the ”Proposal”). All capitalised terms used herein and not otherwise defined shall have the meaning ascribed to them in English in the Notice.
The Written Procedure was initiated on 3 October 2024 and closed today, 23 October 2024, with deadline to vote at 12:00 (CEST). The Debt-to-Equity Swap requires that Bondholders representing at least fifty (50) per cent of the Adjusted Nominal Amount respond in the Written Procedure (quorum) and that at least sixty-six and two-thirds (66 2/3) per cent of the votes cast vote in favour of the Proposal. OXE Marine announces that a quorum has been reached and that Bondholders representing approximately 95 per cent of the votes cast voted in favour of the Proposal, and consequently that the Proposal has been approved.
The Debt-to-Equity Swap, which is subject to resolution at an extraordinary general meeting to be held on 28 October 2024, will be effected by offsetting the total Nominal Amount of the Bonds plus interest up to and including the settlement date of the Debt-to-Equity Swap against newly issued shares in OXE Marine allocated to the Bondholders based on their holdings of Bonds as at the record date of 21 November 2024 and the Bonds being redeemed and cancelled. The subscription price per new share will be SEK 1.25. The Bondholders have, as part of the Proposal, agreed to unconditionally and irrevocably authorise CSC (Sweden) AB (formerly Intertrust (Sweden) AB) to act on behalf of all Bondholders (without obtaining any further consent) to, inter alia, subscribe for the New Shares in the Debt-to-Equity Swap and, in connection therewith, confirm in writing the set off and redemption of the Bonds and to enter into, execute, deliver and perform (as applicable) the documents relating to the Debt-to-Equity Swap and the transactions contemplated therein, including release of all securities.
Jonas Wikström, Chairman of the Board of OXE Marine:
”This decision by the Bondholders in OXE Marine is a significant step in concluding the refinancing and the recapitalisation of our business. I would like to thank the Bondholders of OXE Marine for their willingness to participate in the debt-to-equity conversion that will be instrumental in the refinancing of the business.”
Paul Frick, CEO of OXE Marine:
”We are thankful for the good cooperation with the Bondholders in arriving at this point. The refinancing will strengthen the balance sheet and will go a long way to instil confidence in customers and suppliers that OXE Marine has a viable financing solution which will support its growth trajectory over the long term.”
The Debt-to-Equity Swap will be conducted in accordance with the terms and conditions set out in the Notice and will be administered by Aqurat Fondkommission AB and DNB Bank ASA to such persons who are directly registered as Bondholders or as nominees on the record date of 21 November 2024.
In order to ensure that the Debt-to-Equity Swap can be carried out in accordance with the above, all trading in the Bonds will be blocked in Euroclear Sweden AB's and Verdipapirsentralen ASA's systems for a period of at least seven (7) business days prior to the Debt-to-Equity Swap (the ”Trading Ban”). During the Trading Ban, the Bondholders may not buy or sell Bonds and no trading in the Bonds may be registered with Euroclear Sweden AB or Verdipapirsentralen ASA (regardless of whether such purchases/sales are carried out via any marketplace or over-the-counter (OTC).
For more detailed information on the recapitalisation and the Debt-to-Equity Swap, please refer to previous press releases and the Notice of the Written Procedure on the Company's website (www.oxemarine.com).
Advisors
Redeye AB is financial advisor to the Company. Moll Wendén Advokatbyrå AB is legal advisor to OXE Marine in connection with the recapitalisation.