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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”), hereby announces that the Company has successfully through the written procedure which was initiated on 23 February 2018 secured consent from existing bondholders of the Company’s SEK 951 million senior secured green bond (ISIN SE0005906849) maturing in April 2019, (the “Bond”), to amend certain terms and conditions in the Bond pursuant to the proposed amendment the of terms and conditions.
In accordance with the notice of written procedure, which in turn was initiated on 23 February 2018, a requisite quorum of existing bond holders, (the “Bondholders”), has constituted itself. Arise can today on 9 March 2018 announce that the written procedure is finished as a requisite majority of Bondholders has voted in favour of the proposed amendment of the terms and conditions. The amendments are conditional upon a refinancing of the Bond within a certain timeframe. As previously communicated by the Company, the purpose of the amendment of the terms and conditions is to facilitate an early redemption of the Bond.
Arise plans to refinance the Bond with proceeds from a new fully underwritten SEK 650 million senior secured bond 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.
DNB Markets, a part of DNB Bank ASA, Sweden Branch, has been the Solicitation Agent for the consent and solicitation 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.
Amended terms and conditions will be published on the agent’s website: www.nordictrustee.com, and on the Company’s website: www.arise.se/investors.
Halmstad 9 March, 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 09.00 CET on 9 March, 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.