Riga, Latvia, 2016-12-07 16:28 CET (GLOBE NEWSWIRE) --
The correction was made by amending the title and subtitle of the announcement, as well as in the first paragraph the title „Nasdaq OMX Riga” has been replaced with the title „Nasdaq Riga”.
In accordance with the Regulation (EU) 596/2014 of the European Parliament and of the Council of 16 April, 2014, on market abuse (market abuse regulations) and repealing Directive 2003/6/EC of the European Parliament and of the Council and Commission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC, Commission Implementation Regulation (EU) 2016/1055 of 29 June 2016 laying down implementing technical standards with regard to the technical means for appropriate public disclosure of inside information and for delaying the public disclosure of inside information in accordance with Regulation (EU) No 596/2014 of the European Parliament and of the Council, the information disclosure rules of Nasdaq Riga and Section 6.2 of SIA „Acme Corporation” Bond Prospectus of 29 June, 2010, as amended,
the Issuer, SIA „Acme Corporation”, (the „Issuer”) hereby communicates the following inside information:
(1) on 06 December, 2016, the Issuer has acquired on the secondary market from its fully owned subsidiary SIA „Neatkarīgā patentu aģentūra”, registration number: 40003391818, („NPA”) 4,283 (four thousand two hundred eighty three) Issuer’s bonds (ISIN: LV0000800787) (the „Bonds”) for the aggregate purchase price of EUR 4,590,862.04 (four million five hundred ninety thousand eight hundred sixty two Euros and 04 euro cents), i.e. EUR 1071.88 per Bond. The purchase price of the Bonds has been paid by the Issuer to NPA in full on 06 December, 2016.
The Issuer acquired the Bonds pursuant to an offer made by NPA, which the Issuer accepted. The Issuer has agreed with NPA, that the funds paid by the Issuer to NPA will be applied by NPA in full in and towards the repayment of the intra-group loan owed by NPA to the Issuer.
Acquisition of the Bonds by the Issuer will reduce the Issuer’s debt service obligations in respect of the acquired Bonds and will create a net saving of the Issuer’s interest service costs by more than EUR 134,443.00 (one hundred thirty four thousand four hundred forty three Euros) a calendar year. The amount of interest cost saved by the Issuer on the acquired Bonds will be available for use for the Issuer’s group’s business purposes.
The Issuer expects to take a decision on cancellation of the Bonds acquired by the Issuer in the near future (1-3 months period), at which time all necessary steps will be taken to effect the cancellation (provided that the Issuer’s decision to cancel the acquired Bonds has been taken).
(2) In connection with the above, and having regard to the Issuer’s obligations under Article 54, paragraph (1) of the Financial Instruments Market Law, the Issuer hereby makes the offer (the „Offer”) to all holders of the Bonds (the „Bondholders”) to purchase within the period of validity of the offer specified below all or any Bonds held by the Bondholders on the following terms and conditions:
1. Purchase Price per Bond: EUR 1077,39 (one thousand seventy seven Euros and 39 euro cents); representing full nominal value of the Bond as well as accrued interest to 31 December, 2016, inclusive.
2. Validity of the Offer: from 06 December, 2016 to 31 December 2016, inclusive (the „Validity period”);
3. Number of Bonds subject to Offer: all outstanding Bonds. The Issuer will purchase the Bonds from all Bondholders which have accepted the Offer within the Validity period, irrespective of the number of the Bondholders accepting the Offer and the number of Bonds tendered for purchase;
4. Acceptance of the Offer: Bondholders wishing to accept the Offer shall notify the Issuer on their acceptance of the Offer on or before the last day of the Validity period as follows:
(1) in person, executing an acceptance form at the Issuer’s office at Citadeles Street 12, in Riga, in Latvia, during the Issuer’s working hours from 10:00 o’clock to 17:00 o’clock on a business day within the Validity period;
(2) by mail, delivering the Bondholder’s written acceptance of the Offer to the Issuer to the following postal address of the Issuer:
SIA „Acme Corporation”
Citadeles iela 12, Riga,
LV-1010, Latvia.
The acceptance of the Offer will be deemed to have been made within the Validity period if it has been dispatched in the post on or before the last day of the Validity period;
(3) by e-mail, by confirming the Bondholder’s acceptance of the Offer to the following Issuer’s e-mail: info@rbm.lv on or before the last day of the Validity period.
5. Information to be provided to the Issuer in connection with the acceptance of the Offer: each acceptance of the Offer shall be made in writing and shall specify the following information:
(1) the number of Bonds that are sold to the Issuer pursuant to the acceptance;
(2) the full name and the contact details of the Bondholder making the acceptance;
(3) the full name and contact details of the Bondholder’s financial instruments broker who will effect the sale of the Bonds on behalf of the Bondholder („Broker”).
Each acceptance of the Offer shall contain proof, in form and substance acceptable to the Issuer, of the Bondholder’s ownership of the tendered Bonds.
The Issuer reserves the right to reject and consider as not having been made any acceptance that do not comply with the requirements of the form or substance set out in the Clause 5.
6. Execution and payment: The Issuer will effect the acquisition of all Bonds in respect of which the Offer has been accepted by the Bondholders in accordance with the terms and conditions of the Offer specified above on the over-the-counter (OTC) market on or before 2 January, 2017, pursuant to the DVP mechanism. The purchase price for the Bonds will be settled based on DVP T+ 2 mechanism unless otherwise agreed between the Issuer and the Bondholder.
7. Bondholder’s obligations: Each Bondholder accepting the Offer is responsible to provide its Broker all instructions required to effect the sale of the tendered Bonds to the Issuer on the terms and conditions of the Offer.
Additional details regarding the Offer may be obtained from the Issuer on request. All inquiries should be addressed to David Allen De Rousse, e-mail info@rbm.lv, postal address: Citadeles Street 12, Riga, LV-1010, Latvia.
This information has been communicated to the media at 17:15 on 6 December, 2016 .
Aiga Hercoga
SIA „Acme Corporation” authorized person
Phone: +371 67333504
e-mail: Aiga@rbm.lv