NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR INDIRECTLY, IN OR TO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA, OR IN ANY OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL OR REQUIRE REGISTRATION OR ANY OTHER MEASURES.

Arise AB (publ), (“Arise” or the “Company”) has successfully secured commitments to fully underwrite a new bond of SEK 650 million as well as new bank facilities in the amount of SEK 175 million. Arise therefore announces its intention to refinance its SEK 951.5 million senior secured green bond (ISIN SE0005906849) maturing in April, 2019, (the “Bond”), and has in connection therewith initiated a Written Procedure to facilitate the early redemption of the Bond.

Arise has secured bank financing that, together with the Company’s own funds and the issuance of a fully underwritten new bond (in the process of being certified green), would enable Arise to redeem its Bond.

Arise contemplates to refinance the Bond with proceeds from a new fully underwritten SEK 650 million senior secured bond issue with a maturity of three years, a SEK 100 million bank loan provided by DNB Sweden AB (pari passu and shared security with the new bond), a SEK 75 million term loan provided by DNB Sweden AB, and available funds. The proposed refinancing transactions will decrease the Company’s gross debt, improve key credit metrics and extend its maturity profile.

The contemplated new SEK 650 million senior secured bond is fully underwritten by a consortium of investors including DNB Bank ASA.

Written Procedure
In order to facilitate the refinancing of the Bond, Arise has as of today instructed Nordic Trustee & Agency AB (publ), (the “Agent”), to initiate a Written Procedure through which Arise solicits consent from existing bondholders of the Bond, (the “Bondholders”), to approve certain amendments to the terms and conditions of the Bond. The notice of Written Procedure will be made available on the Agent’s website: www.nordictrustee.com, and on the Company’s website: www.arise.se/investors, and will also be sent to all Bondholders with regular mail.

Subject to satisfaction of the conditions set out in the notice of Written Procedure, Arise is offering a consent fee payment to the Bondholders eligible to receive such fee if the proposed amendments to the terms and conditions of the Bond are approved. The consent fee amount to SEK 2.00 per SEK 1,000 (0.20 percent) of the principal amount of the Bond and will be calculated on the principal amount which the relevant Bondholder has voted in favour of the amendments before the Early Bird Deadline on 8 March 2018 (as defined in the notice of Written Procedure).

In accordance with the instruction in the notice of Written Procedure, the Agent must have received the Bondholders consent to the proposed amendments no later than 17:00 CET on 16 March, 2018. Any person with questions regarding the administration of the Written Procedure is encouraged to contact the Agent directly at +46 8 783 79 00 or [email protected] or the Company (contact details follow below).

This press release does not describe all of the material terms of the consent solicitation and must therefore be read in conjunction with the notice of Written Procedure. Information about voting requirements, important dates for the consent solicitation and further information about the fees are described in the notice of Written Procedure.

Arise has mandated DNB Markets, a part of DNB Bank ASA, Sweden Branch, as Sole Bookrunner for the contemplated new senior secured bond issue and as Solicitation Agent for the consent and solicitation procedure.

Halmstad 23 February, 2018
ARISE AB (publ)

For further information, please contact

Arise AB
Daniel Johansson, CEO Arise AB, +46 702 244 133
Linus Hägg, CFO Arise AB, +46 702 448 916

    
This information is information that Arise AB is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact persons set out above, at 15.15 CET on 23 February 2018.

About Arise
Arise is one of Sweden´s leading wind power companies, with the business concept to develop, build and manage onshore wind farms for its own account and on behalf of investors. The company is listed on NASDAQ Stockholm.

Arise AB (publ), P.O. Box 808, SE-301 18 Halmstad, Sweden, telephone +46 (0)35 20 20 900, corporate id .no. 556274-6726
E-mail [email protected], www.arise.se 

   
IMPORTANT INFORMATION

This announcement is not an offer to sell or a solicitation of any offer to buy any securities issued by Arise in any jurisdiction where such offer or sale would be unlawful. Copies of this announcement are not being made and may not be distributed or sent into the United States, Canada, Japan or Australia, or any other jurisdiction in which such distribution would be unlawful or would require registration or other measures. Persons into whose possession this announcement comes are required by Arise and Sole Bookrunner to inform themselves about, and to observe, any such restrictions.

This announcement does not constitute an offer of securities for sale in the United States. The securities referred to in this announcement have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and accordingly may not be offered or sold in the United States absent registration or an exemption from the registration requirements of the Securities Act and in accordance with applicable U.S. state securities laws. Arise does not intend to register any offering in the United States or to conduct a public offering of securities in the United States.

This announcement does not constitute an offer for securities to the public in the United Kingdom. Consequently, this communication is only being distributed to and is only directed at persons in the United Kingdom that are (i) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”) or (ii) high net worth entities, and other persons to whom this announcement may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as “Relevant Persons”). This communication must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this communication relates is available only to Relevant Persons and will be engaged in only with Relevant Persons. Any person who is not a Relevant Person should not act or rely on this document or any of its contents.