Armenia’s Ardshinbank receives tenders for $71.3 million 12% notes

By Angela McDaniels

Tacoma, Wash., Nov. 4 – Ardshinbank CJSC received tenders for $71.3 million principal amount of the $79.38 million outstanding 12% loan participation notes due 2020 issued by Dilijan Finance BV, according to a company news release.

The offer began Oct. 4 and ended at 11:59 p.m. ET on Nov. 1. The settlement date will be Nov. 5.

All of the tendered notes were tendered by the early participation deadline, 11:59 p.m. ET on Oct. 18.

Holders will receive $1,050 per $1,000 principal amount of notes plus accrued interest. This amount includes a $10 early consent fee.

The company noted that the calculation of amounts payable to noteholders will reflect an amortization factor of 0.5.

Holders were also asked to consent to changes to the terms of the notes and related loan agreement that would permit the mandatory early redemption of the notes.

Holders who chose to vote on the proposal without tendering their notes had until 11:59 p.m. ET on Nov. 1 to submit their voting instructions.

The holders of $3.5 million notes submitted voting instructions in favor of the proposal by the early participation deadline without tendering their notes. They will receive a $10 early consent fee per $1,000 principal amount of notes.

In total, the company received tender instructions and voting instructions in favor of the proposal from the holders of $74.8 million, or 94.23%, of the outstanding notes, which was enough to pass the extraordinary resolution at a meeting held at 5 a.m. ET on Nov. 4 in London.

Subject to the execution of the supplemental trust deed and the amendment deed to implement the extraordinary resolution, the bank said that all of the notes that remain outstanding following the settlement date will be redeemed at 104% of par (prior to the application of the amortization factor) plus accrued interest on the early redemption date, which is expected to be Nov. 7.

Dilijan Finance originally issued $100 million of the notes to finance a loan to the bank. Now $10.31 million of the notes are held by Ardshinbank and its subsidiaries.

Citigroup Global Markets Ltd. (+44 20 7986 8969 or liabilitymanagement.europe@citi.com) and Renaissance Securities (Cyprus) Ltd. (SyndicateDCM@rencap.com) are dealer managers for the tender offer.

Citibank NA, London Branch (+44 20 7508 3867 or citiexchanges@citi.com) is the tender and tabulation agent.

The bank is based in Yerevan, Armenia.

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