Results of AS PRFoods Buy-Back of Secured Notes and Change in Schedule of Buy-Back
Pursuant to the stock exchange announcement published on 21.11.2022, AS PRFoods (registry code 11560713, registered address at Pärnu mnt 141, 11314 Tallinn, Estonia; „PRFoods“ or „Issuer“) announced a partial buy-back of PRFoods notes due 22.01.2025 with ISIN code EE3300001577 (the "Notes") issued by PRFoods on 14.01.2020 pursuant to the terms and conditions of the issue of the secured notes (as amended on 25.02.2020, 25.02.2022 and 20.09.2022) (the "Terms and Conditions"), up to a maximum aggregate amount of 15% of the aggregate principal amount of all outstanding Notes. Thereafter, PRFoods decided to prolong the period for submission of offers for buy-back, wherefore the Issuer published an announcement on 26.09.2023 on the changes in the schedule of buy-back of the Notes. The period for the submission of offers for buy-back commenced on 28.11.2022 at 10:00 and ended on 07.11.2023 at 12:00.
Offers for buy-back were submitted to the Issuer by persons holding the Notes (hereinafter the “Noteholder”) in the total amount of 16,382 Notes with the aggregate nominal amount of EUR 1,638,200, representing approximately 14.9% of the aggregate nominal value of all outstanding Notes. In accordance with the terms of the buy-back of the Notes and allocation rules outlined in the stock exchange announcements published 21.11.2022 and 26.09.2023, the Issuer corrected the submitted offers for buy-back and accepted offers for buy-back of the Notes submitted by the Noteholders in the total amount of 14,235 Notes with the aggregate nominal value of EUR 1,423,500. Proceeding from the foregoing, the Issuer will be buying back from the Noteholders in aggregate 14,235 Notes with the aggregate nominal value of EUR 1,423,500, representing approximately 13% of the nominal value of all outstanding Notes.
PRFoods additionally notifies that due to certain reasons independent of the Issuer and in accordance with the Issuer’s right to unilaterally amend the terms and conditions of the buy-back of the Notes outlined in the stock exchange announcement published on 21.11.2022, the Issuer has decided to postpone the settlement date of the buy-back of the Notes (i.e. the date of transfer of the Notes and the purchase price of the Notes). PRFoods hereby notifies that the settlement of the Notes and the purchase price for the Notes will be carried out on 30.11.2023. In connection with the postponement of the settlement date, the Issuer also notifies that the buy-back price per Note will be equal to its nominal value, to which accrued but unpaid interest calculated in accordance with the Terms up to (but excluding) 29.11.2023 will be added.
The settlement of the Notes and the purchase price for the Notes will be conducted automatically and the Noteholders having participated in the buy-back will not be required to take any steps for the purposes of the settlement.
Additional Information:
Indrek Kasela
AS PRFoods
Member of the Management Board
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