Baltic Horizon Fund applied for bondholders’ approval for certain amendments to the terms and conditions (the Terms and Conditions) of the Baltic Horizon Fund EUR 42 million 5-year floating rate bonds maturing in 2028 (ISIN EE3300003235, the Bonds) and temporary waiver of debt service coverage ratio covenant in relation to the Bonds by way of written procedure announced on 13 March 2024.
Bondholders who were entered in the registry of bond-holders maintained by Nasdaq CSD SE on 12 March 2024 were entitled to vote in the written procedure (the Holders). A notice by Triniti Collateral Agent IX OÜ acting as the agent for Holders was sent to the Holders on 13 March 2024. Altogether Holders holding in aggregate Bonds with the nominal value of EUR 34,499,997 which constitutes 100% of the aggregate nominal value of all Bonds, participated in the written procedure for amending the Terms and Conditions. Therefore, the quorum for adopting the decision by way of written procedure was reached.
The Holders voted unanimously for the following decisions:
- to amend the undertaking set out in Clause 13.3.1(b) of the Terms and Conditions in the following wording: the Debt Service Coverage Ratio of the Group (i) is above one point ten (1.10) until 31 December 2023 (inclusive), (ii) is above zero point eighty five (0.85) for the period of 1 January 2024 (inclusive) until 31 December 2024 (inclusive) and (iii) thereafter as of 1 January 2025 is above one point twenty (1.20);
- to prolong the deadline for completion of mandatory early redemption as stipulated in Clause 12.4.1 of the Terms and Conditions concerning the Bonds in the amount of EUR 8,000,000 to 8 July 2024;
- to amend Clause 10.2 of the Terms and Conditions and stipulate that the release of the collateral of the Bonds is solely subject to the completion of the mandatory early redemption as stipulated in Clause 12.4 (as amended) of the Terms and Conditions and the other preconditions for the release of collateral of the Bonds as set out currently in Clause 10.2 will be removed;
- to introduce amendment fee to the Terms and Conditions payable by the Baltic Horizon Fund to the Holders for granting consent to the requests 1 – 3 as described above in total amount of EUR 80,000 (i.e., total amount payable to all Holders jointly) whereas amendment fee is payable upon completion of the mandatory early redemption in full (i.e., on or before 8 July 2024).
Therefore, the required majority for adopting a decision by way of written procedure was reached and the decisions were adopted by the Holders.
In accordance with Clause 16.12 of the Terms and Conditions, the adopted decision is binding to all Holders whether they participated in the voting, voted against the request or refrained from voting.
The amended Terms and Conditions will be published on the website of the Baltic Horizon Fund within three business days as of publishing of this notice.
