Lassila & Tikanoja Initiates Written Procedure for Notes
Lassila & Tikanoja plc is in the process of starting a written procedure aimed at soliciting votes from noteholders concerning its EUR 75 million sustainability-linked notes due in 2028. The company is calling upon holders of these notes to approve necessary changes to the terms and conditions outlining the financial instruments.
Details of the Proposal
The proposal from Lassila & Tikanoja seeks consent for amendments that may be needed in relation to a strategic decision—the partial demerger of Lassila & Tikanoja into a new entity primarily focused on the Circular Economy. This move is designed to streamline operations by allowing assets and liabilities associated with this business sector to transfer to a new independent company, referred to as the Receiving Company. This transition is pivotal for both companies as it aims to enhance their operational efficiencies and market performance.
Noteholder Rights and Considerations
In accordance with the current terms, all obligations linked to the existing notes will be transitioned entirely to this newly formed company, effectively making it the new issuer of the notes. This change means that all existing references to the 'issuer' within the notes will be linked to the Receiving Company. The demerger represents a significant opportunity that may not only benefit the company but also enhance the value received by shareholders.
Voting Process and Fees
For noteholders, participating in this approval process is crucial. There is an established consent fee of 0.20 percent for those who support the proposal or abstain from voting on the principal amount held. In addition, a prompt decision can lead to an additional Early Bird Consent Fee of 0.10 percent, benefiting those who vote in favor before the designated deadline. These fees will be disbursed considerably soon after the demerger is finalized and reported.
Impact on Legislative Compliance and Timelines
The outcomes of this voting will have binding implications for all noteholders, meaning that if the proposal garners approval, the changes will take immediate effect post-demolition and reorganization. However, should the proposal not achieve a majority approval or the demerger be delayed beyond the stipulated Back Stop Date, the existing terms and conditions of the notes will remain intact. Noteholders are encouraged to familiarize themselves with the detailed proposal provided in the written notice, ensuring they grasp the nuances of this significant corporate transition.
Future Prospects for Lassila & Tikanoja
Lassila & Tikanoja is committed to actively pioneering sustainable practices within the circular economy sector. The company’s strategic endeavors aim at maximizing the efficient use of resources, thereby not only supporting sustainable development but also generating greater value for stakeholders, including employees and shareholders. With approximately 7,400 dedicated personnel, Lassila & Tikanoja’s operational strategy continues to focus on minimizing environmental impact while maximizing social responsibility through employment opportunities and resource conservation.
Frequently Asked Questions
What is the main goal of the written procedure initiated by Lassila & Tikanoja?
The primary goal is to solicit consents and approvals from noteholders to amend the terms of the EUR 75 million sustainability-linked notes in relation to a demerger.
How will the demerger affect noteholders?
The demerger will result in the transfer of obligations under the notes to the newly formed Receiving Company, which will become the new issuer, but all changes will require majority approval from noteholders.
What incentives are provided to noteholders participating in the proposal?
Noteholders who support the proposal or abstain from voting are eligible for a consent fee, with additional incentives available for early responses before the specified deadline.
What happens if the proposal is not approved?
If the proposal does not receive majority approval or if the demerger fails to complete before the Back Stop Date, the original terms and conditions of the notes will remain unchanged.
Who can be contacted for more information?
For further inquiries, noteholders can reach out to Joni Sorsanen, CFO of Lassila & Tikanoja, or consult the designated solicitation agent.
