AB „UTENOS TRIKOTAŽAS“, legal entity code 183709468, registered address at J. Basanavičiaus str. 122, Utena, Republic of Lithuania hereinafter – the Company) hereby announces that:
1. On 26th of November, 2014 the following written requests have been received:
1.1. UAB koncernas “SBA” as a holder of 16 (sixteen) units of convertible bonds, issued by the Company (ISIN code LT1000450015, with a EUR 57 345 (fifty seven thousand three hundred forty five euros) nominal value each), submitted the written request to redeem all the 16 (sixteen) units of convertible bonds for the total redemption price of the bonds equal to EUR 917 520 (nine hundred seventeen thousand five hundred twenty euros). The redemption day shall be 12 January 2015.
1.2.The holders of bonds, issued by the Company (ISIN code LT1000450007, with a EUR 68 640 (sixty eight thousand six hundred forty euros) nominal value each), submitted the following written requests:
1.2.1.To convert 19 (nineteen) units of convertible bonds into 4 503 000 (four million five hundred three thousand) ordinary registered shares of the Company with a nominal value of 1 LTL (one litas) each. The day on convert shall be 12 January 2015. Detailed information:
1.2.1.1. UAB koncernas “SBA” submitted the request to convert 14 units of convertible bonds into 3 318 000 shares of the Company;
1.2.1.2. KJK Fund SICAV-SIF submitted the request to convert 1 unit of convertible bonds into 237 000 shares of the Company;
1.2.1.3. Firebird Republics Fund, Ltd submitted the request to convert 1 unit of convertible bonds into 237 000 shares of the Company;
1.2.1.4. Amber Trust S.C.A., SICAF-SIF submitted the request to convert 3 units of convertible bonds into 711 000 shares of the Company.
1.2.2. To redeem 31 (thirty one) units of convertible bonds for the total redemption price of the bonds equal to EUR 2 127 840 (two million one hundred twenty seven thousand eight hundred forty euros). The redemption day shall be 12 January 2015. Detailed information:
1.2.2.1. UAB koncernas “SBA” submitted the request to redeem 20 units of convertible bonds for the total redemption price of the bonds equal to EUR 1 372 800;
1.2.2.2. KJK Fund SICAV-SIF submitted the request to redeem 3 units of convertible bonds for the total redemption price of the bonds equal to EUR 205 920;
1.2.2.3. Firebird Republics Fund, Ltd submitted the request to redeem 1 unit of convertible bonds for the total redemption price of the bond equal to EUR 68 640;
1.2.2.4. Amber Trust S.C.A., SICAF-SIF submitted the request to redeem 6 units of convertible bonds for the total redemption price of the bonds equal to EUR 411 840;
1.2.2.5. Firebird Avrora Fund, Ltd submitted the request to redeem 1 unit of convertible bonds for the total redemption price of the bond equal to EUR 68 640.
2. Following the decisions of the Company’s General Shareholders Meetings held on 03-12-2009, 26-03-2014 and pursuant to the convertible bonds holders written requests listed above, the Company shall be obligated on the redemption day, i.e. on 12 January 2015, to act as follows:
2.1. To redeem 16 (sixteen) units of convertible bonds (ISIN code LT1000450015) for the total redemption price of the bonds equal to EUR 917 520 (nine hundred seventeen thousand five hundred twenty euros).
2.2. To convert 19 (nineteen) units of convertible bonds (ISIN code LT1000450007) into the shares of the Company. Main information on shares for which the convertible bonds will be converted:
2.2.1. 19 (nineteen) units of convertible bonds will be converted into 4 503 000 (four million five hundred three thousand) shares;
2.2.2. The nominal value – LTL 1 (one litas) each;
2.2.3. The class – ordinary registered shares;
2.2.4. The rights attached thereto – all the property and non-property rights indicated in the Law on Companies of the Republic of Lithuania, other laws and legal acts as well as indicated in By-laws of the Company. The shares that will be issued on the convert day will be merged with the current share issue.
2.3. To redeem 31 (thirty one) units of convertible bonds (ISIN code LT1000450007) for the total redemption price of the bonds equal to EUR 2 127 840 (two million one hundred twenty seven thousand eight hundred forty euros).
3. After the completion of all the conversion procedures, the authorized capital of the Company will be equal to LTL 9 503 000 (nine million five hundred three thousand litas). The Company’s authorized capital will be divided into 9 503 000 (nine million five hundred three thousand) ordinary registered shares with a nominal value of LTL 1 (one litas) each.
4. On 26th of November 2014 the Company and AB DNB entered into and signed a long-term loan agreement according to which the Company will be granted a loan of EUR 4 634 000 (four million six hundred thirty four thousand euros). The loan term – 5 (five) years. The funds will be used to refinance the Company’s financial liabilities in respect of UAB “Swedbank lizingas” and to fulfil the Company’s settlement obligations in respect of the convertible bonds holders (i.e. to pay the redemption price of the convertible bonds to be redeemed).
“We are pleased that the board of AB “Utenos trikotažas” managed to find a complex decision beneficial to all parties – the company, the bank and the shareholders – that has also solved the long-term problems generated by the global financial crisis back in 2008-2009, and hope that it will help to retain the rapid growth of activity the company has had”, Algirdas Šabūnas, the chairman of the AB “Utenos trikotažas” board, says.
This decision eliminates the uncertainty that was present until now in respect to the redemption of the bonds issued by the company, reinforces the share capital and also reassures a long-term financing of the company in favourable terms.
There was an agreement reached with the bondholders about the conversion of 30% of bonds into the share capital. According to Mr Šabūnas, this step of bondholders and shareholders clearly signals of their trust in the company’s long-term strategy of investments into the development of innovative technologies and materials, the development of the company-owned “ABOUT” trademark, and the search for new markets and clients. The fact that this year the company decreased the authorised capital and thus negated the loss in balance helped to reach this goal. Without this step, it would have been far-fetched to raise the additional capital.
The fact that the banks have approved of the strategy and the dynamics in the results of the company and have given their appealing proposals for the long-term financing of the company, is also pleasing in itself. The five-year long-term financing agreement that was drawn up today will not only allow the company to redeem the remaining 70% of bonds, but also to significantly – more than LTL 2m/year – reduce the interest expenditures, which will positively influence the net results in the future. Certainly, this long-term financing will ensure more opportunities to invest into the implementation of the strategy than there had been before.
“I believe that these news will reinforce the positions of the company in the course of communication with our suppliers, clients, other partners and investors, and will bring additional profit to the company, as well”, Algirdas Šabūnas, the chairman of the AB “Utenos trikotažas” board, says.
The operating profit of the AB “Utenos trikotažas” group for the 9 months of 2014 was LTL 4.2m (EUR 1.2m), while in the same period in 2013 the group earned LTL 1.1m (EUR 0.3m) operating profit. AB “Utenos trikotažas” earned LTL 2.3m (EUR 0.7m) of operating profit for the 9 months of 2014, while in the same period in 2013 the company incurred LTL 0.05m (EUR 0.02m) operating loss.
For more information please contact Mr. Gintautas Bareika, Managing Director of AB “Utenos trikotažas”, tel. No. 370 389 51445.
Managing Director AB “Utenos trikotažas” Gintautas Bareika