Quant AB (publ) receives consent from requisite majority of bondholders for the previously announced wider recapitalisation transaction and successfully issues new senior secured bonds
Prenumeration
NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS (AS DEFINED IN REGULATION S UNDER THE U.S. SECURITIES ACT OF 1933) OR IN OR INTO ANY OTHER JURISDICTION WHERE SUCH DISTRIBUTION WOULD BE PROHIBITED BY APPLICABLE LAW
Introduction
Quant AB (publ) (the “Company”) initiated a written procedure on 14 November 2024 in respect of its outstanding senior secured floating rate bonds due 2025 with ISIN SE0010663260 (the “Existing Bonds”). The proposal includes, among other things, the request for consent to exchange the Existing Bonds for new payment in kind bonds (the “HoldCo Bonds”) to be issued by the immediate parent company of the Company, Quibot TopCo AB (publ) (reg. no. 559374-5150) (“HoldCo”) and a transfer of all ownership interests in the Company (the “Share Transfer”) from the Company’s current shareholders to the holders of the Existing Bonds (the “Proposal”). Terms defined in the notice of written procedure shall have the same meaning when used in this press release, unless otherwise defined herein.
The Company is pleased to announce that it has achieved the necessary majority consents under its existing bonds to implement the Proposal. This is a crucial step towards the successful implementation of its recapitalisation transaction previously announced.
Results Announcement
The Company today announces that the Proposal has been approved by the requisite quorum and majority holders of the Existing Bonds (the “Bondholders”). The Proposal received approval from 99,96 per cent of the outstanding nominal amount under the Existing Bonds (with a participation rate of 88,20 per cent).
Subject to certain settlement conditions (“Settlement Conditions”) being fulfilled or waived, the Existing Bonds will be exchanged for the Holdco Bonds and the shares pursuant to the Share Transfer. The ISIN for the HoldCo Bonds will be SE0023314307.
The Company is continuing to work towards fulfilling the Settlement Conditions and is confident in its ability to deliver these and complete the Recapitalisation Transaction prior to the end of the year, with the Exchange expected to occur on 13 December 2024.
CSD Record Date and Delisting
The record date for the exchange of Existing Bonds into new financial instruments (the “CSD Record Date”) will be 9 December 2024 and date of the Exchange is expected to be 13 December 2024.
The Existing Bonds will be delisted from the Luxembourg Stock Exchange on 10 December 2024. 9 December 2024 will be the last day for trading of the Existing Bonds.
New Senior Secured Bonds
Further to the above, the Company hereby announces that it has successfully issued senior secured floating rate notes in a total aggregate nominal amount of EUR 12,500,000 with a tenor of four years (the “Senior Secured Bonds”). The Senior Secured Bonds have a floating rate coupon of 3 months EURIBOR + 5.50 per cent per annum and final maturity in 2028. The proceeds from the Senior Secured Bonds will made available to the Company following the Settlement Conditions being fulfilled or waived and be used to, inter alia, refinance the Company’s existing super senior revolving credit facility, to provide cash collateral for the Company’s contemplated new revolving credit facility, and for general corporate purposes.
The Share Transfer
The Share Transfer will occur by way of transferring all shares in HoldCo to those persons who were Bondholders on the CSD Record Date. The ISIN for the shares will be SE0023468095. Each Bondholder will be entitled to their pro rata share of the total share capital of HoldCo in relation to its holdings as per the CSD Record Date. The shares in HoldCo will be subject to a shareholders’ agreement with customary provisions on inter alia the governance of HoldCo (including election of the board of directors and reserved matters for the board of directors and the general meeting of shareholders), transfers of shares (including tag along and drag along rights) and exit procedures. By virtue of the authorization vested in the Ad Hoc Committee pursuant to the approved Proposal, the Ad Hoc Committee will instruct the Agent, Nordic Trustee & Agency AB (publ), to enter into the shareholders’ agreement on behalf of all relevant Bondholders (but not for itself). The Shareholders’ Agreement will be distributed to those Bondholders who receive shares in HoldCo.
For further details on the approved Proposal, the Exchange and the Recapitalisation Transaction (each as defined in the notice of written procedure), please refer to the notice of written procedure and the Company’s press releases from 14 November 2024, all of which are available on the Company’s website.