Avignon, 6 December 2017 - Naturex, the global leader in specialty plant-based natural ingredients, informs holders of its bonds convertible into or exchangeable for new or existing shares (OCEANEs) maturing on 30 June 2019 (isin FR0011395672 - Luxembourg euro MTF market), of its decision to exercise its early redemption option1 in respect to all of its outstanding OCEANEs.
On January 2013, Naturex carried out an €18 million OCEANE bond issue2 with an annual coupon of 4.40%, through a private placement with investors seeking to support Naturex's development based on a long-term commitment: Bpifrance Investissement (ex-FSI) for €12 million and Tikehau Capital (ex-Salvepar) for €6 million.
Except if the OCEANE bondholders exercise their conversion/exchange rights in accordance with the terms described below, the OCEANEs will be redeemed in cash on 5 January 2018 at par, i.e. €70, plus any interest accrued since the last interest payment date until the date of actual redemption, i.e. a total amount of €72.9365479 per OCEANE bond.
The OCEANE bondholders have the right up to and including the 7th business day prior to the early redemption date, i.e. 27 December 2017, to exercise their conversion/exchange rights to receive new or existing Naturex shares at a ratio of 1.038 Naturex share per OCEANE3. The notices of exercise of the conversion/exchange rights must be delivered by OCEANE bondholders to Société Générale Securities Services4, acting as centralising agent, no later than 27 December 2017, 5:00 p.m. (Paris time).
In this case, the maximum number of newly created Naturex shares will amount to 266,9145, representing 2.88% of the Company's share capital. Shares thus issued will be delivered no later than the 7th business day following the OCEANE bond exercise date and will be immediately fungible with the Naturex's existing shares (ISIN FR0000054694).
A notice describing the procedures for early redemption and the exercise of OCEANE bonds is published in the Bulletin officiel des annonces légales obligatoires (BALO) No.146 of 6 December 2017.
- Financial schedule
- Revenue - FY 2017 6 February 2018 - 2017 annual results 28 March 2018
- Upcoming events
- Analysts meeting (SFAF - French Society of Financial Analysts), Paris 29 March 2018 - AGM 21 June 2018
Naturex sources, manufactures and markets natural speciality ingredients for the food, health and cosmetic industries. As the Natural Maker, the company actively supports the global shift from synthetic to natural through an offer built on two main focus areas: My Natural Food and My Natural Selfcare. Naturex's portfolio includes colours, antioxidants, speciality fruits & vegetables, phytoactives, and numerous other plant-based natural ingredients, designed to create healthy, authentic and effective products.
The Group's strong commitment to quality, sustainability, continuous innovation process, and the talent of its people are at the heart of its success.
Headquartered in Avignon, France, Naturex has experienced steadily-increasing growth throughout the last 25 years. The Group employs 1,700 people worldwide and in 2016 had revenue of €404.4 million.
The Group is listed on Euronext Paris, Compartment B - Index: Euronext Next 150, Enternext CAC PEA-pme 150, CAC Small & Mid, CAC Small, Gaïa - Ticker: NRX - Reuters: NATU.PA - Bloomberg: NRX:FP - DR SYMBOL: NTUXY
NATUREX, From Nature to You
Tel.: +33 (0)4 90 23 78 28
|Anne Catherine Bonjour
Actus Finance Press Relations
Tel.: +33 (0)1 53 67 36 93
1 Third paragraph - Early redemption by repayment at the option of the Company - of section 220.127.116.11. Redemption of the Bonds of the Information Memorandum issued on 16 January 2013 in connection with the admission on the Luxembourg Euro MTF market of the OCEANEs (obligations à option de conversion ou d'échange en actions ordinaires nouvelles ou existantes).
2 Issue of 257,143 OCEANE bonds with a face value of €70 per bond, admitted to trading on the Euro MTF of the Luxembourg Stock exchange under ISIN code FR0011395672.
3 In accordance with article 3.2 Right to convert and/or exchange the bonds into shares of the Company - of the Information Memorandum, and in the Bulletin officiel des annonces légales obligatoires (BALO), No.86 of July 2014 - Adjustment of OCEANE bondholder rights: In accordance with section 3.2.6 of the information memorandum of 16 January 2013 and article R.228-91 of the French commercial code (code de commerce), the conversion ratio for OCEANE bonds was modified by applying a multiplier of 1.038.
4 Société Générale Securities Services (SGSS) 32, rue du Champ de Tir - CS 30812, 44308 Nantes Cedex 3
5 Subject to the provisions of paragraph 3.2.7 - Treatment of fractional rights of the information memorandum.