Press release: Stockholm, March 4, 2021, 14:00 CET
Sotkamo Silver AB’s wholly owned subsidiary Sotkamo Silver Oy (the “Company”) has decided to commence a consent solicitation by way of a written procedure (the “Written Procedure”) in order to amend the terms and conditions (the “Terms and Conditions”) of its EUR 13,200,000 Senior Secured Fixed Rate Notes (ISIN: FI4000315379) (the “Notes”).
The Written Procedure will be conducted followings those terms and conditions that are described in a request (“Request”) dated 4 March 2022 and addressed to the holders of the Notes (“Noteholders”). The capitalized terms in this release shall have the same meaning as in the Request.
The Company announced on 11 January 2022 that it investigates refinancing of financial instruments maturing in 2022. The Company now seeks for the consent of the Noteholders to be able to redeem the Notes prior to the Final Maturity Date.
Therefore, it is proposed to amend section 8.1 (Redemption at maturity) of the Terms and Conditions to permit the possible early redemption from 31 March to the Final Maturity Date, 27 June 2022. Consequently, also a definition of early redemption period would be added to the Terms and Conditions. In accordance with the Request, the Company seeks for the approval of the Noteholders in a Written Procedure to execute the changes to the Terms and Conditions.
Pursuant to the Terms and Conditions, quorum in respect of a Written Procedure in relation to the Request only exists if Noteholders representing at least 30 per cent of the Adjusted Nominal Amount reply to the Request in the Written Procedure. The Request would be approved if at least two-thirds (2/3) of the votes cast in the Written Procedure consent to the Request.
To be eligible to participate in the Written Procedure, a person must be a Noteholder on 3 March 2022 (the Record Date). The final deadline for submission of a valid Voting Form is 17.00 (Finnish time) on 28 March 2022 (the “Voting Deadline”), at which time the Voting Form must be received by Nordic Trustee Oy (the “Bondholders’ Agent”) via email, post or courier delivery.
The Noteholders are advised to carefully read the Request for full details of, and information on, the Request and the procedures for participating in the Written Procedure. The full details of the terms and conditions of the Written Procedure are set out in the Request, that will be delivered to the Noteholders by the Bondholders’ Agent. The Request is also attached to this press release.
If the Request is not approved in the Written Procure, the Terms and Conditions of the Notes will remain unchanged.
Request for Written Procedure Link
This announcement is for information purposes only and neither this announcement nor the Request constitutes an invitation to participate in the Written Procedure in any jurisdiction in which, or to any person to or from whom, it is unlawful to make such invitation or for there to be such participation under applicable securities laws. The distribution or publication of this announcement or of the Request in certain jurisdictions may be restricted by law and persons into whose possession this announcement or the Request come are required by the Company to inform themselves about, and to observe, any such restrictions.
If any Noteholder is in any doubt as to the contents of this announcement, the Request or the action it should take, such Noteholder should seek its own financial and legal advice, including in respect of any tax consequences, immediately from its stockbroker, bank manager, legal counsel, accountant or other appropriately authorised independent financial adviser.
The Written Procedure is only being made outside the United States. Neither this announcement nor the Request is an offer of securities for sale in the United States or any other jurisdiction. Securities may not be offered or sold in the United States absent registration or an exemption from registration. The Notes have not been, and will not be, registered under the Securities Act of 1933, as amended (the "Securities Act"), or the securities laws of any state or other jurisdiction of the United States, and may not be offered or sold in the United States, unless an exemption from the registration requirements of the Securities Act is available.
Stockholm, March 4, 2022
Sotkamo Silver AB
Erkki Kuronen, CEO
Erkki Kuronen, CEO, tel. +358 50 599 3539
This information is information that Sotkamo Silver AB is obliged to make public pursuant to the EU Market Abuse Regulation and the Securities Markets Act. The information was submitted for publication, through the agency of the contact persons set out above on March 4, 2022, at 14:00 CET.
The official Stock Exchange Releases are given in Swedish and there may be differences in the translated versions.
About Sotkamo Silver AB
Sotkamo Silver´s business concept is to develop mineral deposits with regards to human society and environment. The Company owns the Silver Mine in Sotkamo which started production in March 2019. In addition, the Company holds mining and exploration rights to precious and base metal deposits in Finland.
Sotkamo Silver applies SveMin's & FinnMin's own rules of reporting for public mining & exploration companies. Sotkamo Silver has chosen to publish mineral resources and ore reserves according to the internationally accepted JORC or NI 43-101 code. The company applies International Financial Reporting Standards (IFRS) as approved by the European Union.
The ticker symbol is SOSI on NGM Main Regulated Equity in Stockholm and SOSI1 on Nasdaq Helsinki.
ISIN-code for Sotkamo Silver shares is SE0001057910.
Legal Entity Identifier (LEI): 213800R2TQW1OZGYDX93
Read more about Sotkamo Silver on www.silver.fi
The Company's press releases, and financial reports are distributed via Cision Sverige and are available on www.silver.fi