October 11, 2019
Application for receipt of note holders’ consent on amendments to SIA “ExpressCredit” terms of the notes issue (ISIN: LV0000802213)
In accordance with Clause 5.3. of the terms of the issue of SIA “ExpressCredit” (hereinafter – Issuer) dated 7 October 2016 (ISIN: LV0000802213) (hereinafter – Terms of the Issue), SIA “ExpressCredit” asks note holders to grant their consent for amendments to Terms of the Issue, by
- securing notes issue with a commercial pledge over all assets of the Issuer and its current and future subsidiaries as an aggregation of property at the moment of pledging as well as its future components and a commercial pledge over all receivables of the Issuer and its current and future subsidiaries at the moment of pledging as well as future components;
- introducing collateral agent role and its rights and obligations, procedures for establishment, release and enforcement of collateral and others;
- cancelling the early repayment (Put Option);
- amending “Event of default” and “Covenants” clauses and others.
Full amendments to the Terms of the Issue are set out in Schedule 1 here.
If as a result of the voting of the note holders the amendments proposed to the Terms of the Issue are approved, the Issuer agrees within 10 (ten) business days after publication of the Issuer’s notice on entry into force of the amendments to the Terms of the Issue to pay each note holder, who owns the notes in accordance with a note holders’ list prepared by Nasdaq CSD SE on 18 October 2019, an amendment fee in the amount of 1 % (one per cent) from the nominal value of the notes owned by the respective note holder, by withholding the tax provided in the legal acts of the Republic of Latvia.
By being one of the first Latvian consumer lending companies to use local capital markets as a source of funding, the Issuer issued its first corporate notes in November 2013 with 5-year EUR 5 million issue, which was pre-maturely repaid in May 2018. In line with investor interest, the Issuer issued follow-up bond tranches in March 2014 EUR 2.1 million and in October 2016 EUR 5 million issue.
In order to use capital markets further and create a secured notes structure, the Issuer wants to unify rank and covenants of the outstanding notes issues, in order to create a common framework for current and future notes issuance.
As per the forecast published by the Issuer, the Issuer plans to increase net loan portfolio to EUR 28.2 million in 2019 (40% year-over-year growth) and reach EUR 34.8 million by the end of 2020 (24% year-over-year growth) therefore stable, and long-term funding strategy becomes a focal point of such growth.
By offering to securitize LV0000802213 notes, the Issuer wants to provide a collateral to current note holders and amend Terms of the Issue, in order to allow the issuance of additional secured notes issue under the proposed framework.
In the light of the above considerations, the Issuer invites the note holders to support the proposed amendments to the Terms of the Issue.
Application for receipt of the note holders’ consent (incl. the proposed amendments) and the voting form are attached here.