Azerion successfully places EUR 165 million of senior secured floating rate bonds
September 14 2023 - 10:17AM
NOT FOR DISTRIBUTION TO ANY PERSON LOCATED OR
RESIDENT IN THE UNITED STATES OF AMERICA OR TO ANY U.S. PERSON (AS
DEFINED IN REGULATION S UNDER THE U.S. SECURITIES ACT OF 1933, AS
AMENDED (THE "U.S. SECURITIES ACT")) OR IN ANY OTHER JURISDICTION
WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS DOCUMENT.
Azerion successfully places EUR
165 million of senior secured floating
rate bonds
Amsterdam, 14
September 2023 – Azerion Group N.V. (the
“Company”) has, following a bookbuilding process,
successfully placed EUR 165 million of senior secured floating rate
bonds under a framework of EUR 300 million to qualified
institutional investors internationally (the “New
Bonds”). The New Bonds will have a 3-year tenor, will
carry a floating rate coupon of 3 months EURIBOR plus 6.75 per cent
per annum and were issued at 98.5 per cent of par.
Proceeds from the New Bonds in combination with
current cash holdings of the Company will be used to fully redeem
the Company’s outstanding EUR 200 million senior secured fixed rate
bonds (ISIN SE0015837794) (the “Existing Bonds”)
and to finance general corporate purposes of the Company, including
capital expenditure and transaction costs.
Ben Davey, CFO Azerion:
“We are delighted with the successful placement
of the New Bonds and the strong support we have received from
existing and new bond investors across the Nordics, Europe and the
U.S. Achieving this target milestone strengthens our balance sheet
and at the same time supports our continued focus on growing our
Platform and the execution of our consolidation and integration
strategy.”
Notice of redemption of the Existing Bonds is
expected to be sent to bondholders on 15 September 2023 for
redemption on 30 October 2023 at a price of 100.725 per cent of the
nominal amount plus accrued unpaid interest in accordance with the
terms and conditions of the Existing Bonds.
Settlement of the New Bonds is expected to take
place on 2 October 2023 (the "First Issue Date").
The Company shall use its best efforts to ensure that the New Bonds
will be listed on a Regulated Market within 60 days (with an
intention to complete such listing within 30 days) and on Frankfurt
Stock Exchange Open Market as soon as practically possible after
the First Issue Date.
Pareto Securities AB acted as Sole Bookrunner
and Roschier Advokatbyrå acted as legal advisor in connection with
the bond issue.
About Azerion
Founded in 2014, Azerion (EURONEXT: AZRN) is one
of Europe’s largest digital advertising and entertainment media
platforms. We bring global scaled audiences to advertisers in an
easy and cost-effective way, delivered through our proprietary
technology, in a safe, engaging, and high quality environment,
utilizing our strategic portfolio of owned and operated content
with entertainment and other digital publishing partners. Having
its roots in Europe and with its headquarters in Amsterdam, Azerion
has commercial teams based in over 26 cities around the world to
closely support our clients and partners to find and execute
creative ways to make a real impact through advertising.
For more information visit: www.azerion.com
Contact:Andrew BuckmanHead of
Investor Relationsir@azerion.com
Media
press@azerion.com
Disclaimer
This press release relates to the disclosure of
information that qualified, or may have qualified, as inside
information within the meaning of Article 7(1) of the EU Market
Abuse Regulation.
This communication does not constitute an offer to sell, or a
solicitation of an offer to buy, any securities or any other
financial instruments.
This communication does not constitute or form
part of any offer or invitation to sell or issue, or any
solicitation of any offer to purchase or subscribe for any New
Bonds or any other securities nor shall it (or any part of it) or
the fact of its distribution, form the basis of, or be relied on in
connection with or act as an inducement to enter into, any contract
or commitment whatsoever.
In particular, this communication does not
contain or constitute an offer of, or the solicitation of an offer
to buy or subscribe for, or form part of any offer, invitation or
solicitation to purchase, securities to any person located or
resident in the United States or to any U.S. Person (as defined in
Regulation S under the U.S. Securities Act). The securities
referred to herein have not been, and will not be, registered
pursuant to U.S. Securities Act or any securities laws in any state
or other jurisdiction in the United Sates and may not be offered,
sold, accepted, exercised, re-sold, renounced, transferred or
delivered, whether directly or indirectly, in the United States,
except pursuant to an exemption from, or in a transaction not
subject to, the registration requirements of the U.S. Securities
Act. No public offering of securities is being, has been, or will
be made in the United States.
This communication is made accessible on the
basis that any offers of securities referred to herein in any
Member State of the EEA will be made pursuant to an exemption under
the Prospectus Regulation from the requirement to publish a
prospectus for offers of such securities. The New Bonds have, with
respect to persons in Member States of EEA, only been offered to
persons who are qualified investors within the meaning of Article
2(1)(e) of the Prospectus Regulation and Section 1:1 of the Dutch
Financial Supervision Act. The expression "Prospectus Regulation"
means Regulation No. 1129/2017.
In the United Kingdom, the material is made
accessible on the basis that any offers of securities referred to
herein will be made pursuant to an exemption under the UK
Prospectus Regulation from the requirement to publish a prospectus
for offers of such securities. The New Bonds have, with respect to
persons in the United Kingdom, only been offered to persons who are
qualified investors within the meaning of Article 2(1)(e) of the UK
Prospectus Regulation. The expression “UK Prospectus Regulation”
means Regulation (EU) 2017/1129 as it forms part of retained EU law
as defined in the EU (Withdrawal) Act 2018.
The release, publication or distribution of the
material may be restricted by law and persons in such jurisdictions
in which a release, publication or distribution of the material
should therefore inform themselves about, and observe, any such
restrictions.
This press release may include projections and
other "forward-looking" statements within the meaning of applicable
securities laws. Any such projections or statements reflect the
current views of the Company about future events and financial
performance. No assurances can be given that such events or
performance will occur as projected and actual results may differ
materially from these projections.
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