Trigon Agri A/S: the Board exercises authorisations for issuance of shares and warrants

As communicated in 30 November 2016 press release “Trigon Agri A/S announces publication of the Prospectus” published at 17:00 CET, Trigon Agri A/S (the “Company”) has obtained the approval of and registration with the Swedish Financial Supervisory Authority (the “SFSA”) of the Prospectus on application for listing of additional shares to be issued by Trigon Agri A/S on NASDAQ Stockholm.

Following the publication of the Prospectus and in accordance with the authorisations granted to the Board of Directors during the extraordinary general meeting held on 10 November 2016 (see 10 November 2016 announcement “Extraordinary general meeting of Trigon Agri A/S” for further reference) the Board of Directors of Trigon Agri A/S has hereby resolved:

 

1. to increase the share capital of the Company by issuance of up to 1,598,730,000 new shares each of nominally EUR 0.01, corresponding to an aggregate nominal amount of up to EUR 15,987,300.

The new shares are subscribed for by the holders of the Company’s SEK 350,000,000 11% bonds (ISIN SE0004019008) (the “Bonds”). The new shares shall be paid in by way of conversion of debt originating from these bonds (principal amount: SEK 350,000,000, interest: SEK 9,625,000). The new shares shall carry the same rights as the Company’s existing shares, including the same pre-emptive subscription rights in connection with future capital increases as the existing shares.

Important dates to consider:

30 November 2016	Last day of trading in the Company’s Bonds
5 December 2016	Bonds are removed from the accounts of the current bondholders
5 December 2016	Transfer of the shares to the accounts of the bondholders commences, the shares should be available in the bondholders’ accounts by 6 December 2016.

 

Trading in the issued shares shall commence shortly after the transfer of the shares to the accounts of bondholders, the respective announcement will be made by Trigon Agri A/S.

The existing bondholders holding significant amount of Bonds are further advised that pursuant the debt to equity conversion the percentage of shares held by them in Trigon Agri A/S may exceed 5%, 10%, 15%, 20%, 25%, 50%, or 90% or 1/3 or 2/3 in direct or indirect holdings of shares, voting rights or financial instruments (solely or combined). It is the obligation of a shareholder to notify both the Danish Financial Supervisory Authority (the “DFSA”) and Trigon Agri A/S if his/her shareholding exceeds the 5% threshold. Notifications shall be submitted on the day of the transaction, i.e. on 5 December 2016.

Trigon Agri A/S suggests to any bondholder subject to a notification obligation to contact Trigon Agri A/S in advance of 5 December 2016 should there are any questions pertaining to the notification. Bondholders are further advised that in order to submit the notification to the DFSA, the major shareholder must use a special form provided by the DFSA and either (i) use a secure login (in Danish: NemID) or (ii) in case the major shareholder is not a legal person registered in Denmark or a natural person holding a Danish social security number, create a login via the Danish FSA’s webpage if not having a NemID. Non-Danish residents are likely to require assistance of the Danish representative with submission of notification to the DFSA. Assistance can be sought from Trigon Agri A/S provided Trigon Agri A/S is approached well in advance.

 

2. to issue up to 209,398,236 warrants to the existing shareholders that entitles each holder to subscribe for 1 share of nominally EUR 0.01 in the Company.

Shareholders are kindly asked to keep note of the Record Date – 2 December 2016 (for further information please refer to the press release of the Company published on 29 November 2016, available at: http://www.trigonagri.com/trigon-agri-as-gives-notice-to-the-shareholders-entitled-to-warrants/)

Important dates to consider:

30 November 2016	Last day of trading in the shares inclusive of the right to receive the warrants
5 December 2016	Acceptance period for warrants commences
30 December 2016	Acceptance period for warrants ends
January 2017	Trading in warrants commences (dates to be communicated separately)

 

Investor enquiries:

Mr. Simon Boughton, CEO of Trigon Agri A/S,

Tel: +372 6191 500, E-mail:  [email protected]

About Trigon Agri A/S

Trigon Agri A/S is an integrated soft commodities production, storage and trading company with operations in Ukraine, Russia and Estonia. Trigon Agri A/S shares are traded on the main market of Nasdaq Stockholm.

For subscription to Company announcements please contact us: [email protected]

If you do not want to receive Trigon Agri A/S press releases automatically in the future please send an e-mail to the following address: [email protected].

This information is information that Trigon Agri A/S is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, at 17:02 CET on 30 November 2016.