Notification on the progress of attaining the milestones specified in the Restructuring and Standstill Agreement
Pursuant to the provisions of the Financial Instruments Market Act (ZTFI) and the Rules and Regulations of the Ljubljana Stock Exchange, d.d., Pivovarna Laško, d.d., Trubarjeva 28, 3270 Laško, hereby makes the following announcement:
In late April of 2014, Pivovarna Laško, d.d., Pivovarna Union, d.d., and Radenska, d.d. (the Laško Group) signed with all 18 creditor banks a Restructuring and Standstill Agreement (the Agreement). The Agreement specifies three major financial restructuring milestones and extends the final maturity of most of the borrowings until the end of 2016.
In June 2014, Laško Group successfully attained the first deleveraging milestone, using the proceeds from divestment of the Mercator, d.d., investment.
The second milestone of repaying the borrowings using the proceeds from divestment of non-operating assets was partly attained in July 2014 with the proceeds from divestment of Birra Peja, and in March of 2015 with the repayments using the proceeds from divestment of Radenska, d.d.
The third key milestone is deleveraging by a capital increase by June 30, 2015.
In 2014, the capital increase process was launched at Pivovarna Laško, d.d. Many international financial and strategic investors were invited to take part in a transparent international process. The fundamental goal of the capital increase process was to raise no less than EUR 75 million of fresh capital or to provide financial stability for Pivovarna Laško, d.d. At the end of 2014, shareholders of Pivovarna Laško, d.d., founded the Consortium of Sellers with which the company Management Board signed a Memorandum of Understanding which regulates their cooperation between in managing the joint capital increase process of Pivovarna Laško, d.d., and the sale of the stake held by the Consortium of Sellers in Pivovarna Laško, d.d. The Consortium of Sellers includes Družba za upravljanje terjatev bank (Bank Asset Management Company), d.d., Kapitalska družba pokojninskega in invalidskega zavarovanja, d.d., Alpen invest, družba za upravljanje investicijskih skladov, d.o.o., Abanka Vipa d.d., KD Skladi, družba za upravljanje, d.o.o., Nova kreditna banka Maribor, d.d., and Zavarovalnica Triglav, d.d., Sklad obrtnikov in podjetnikov (Artisans and Entrepreneurs Fund) and Banka Koper, d.d.; their combined shareholding amounts to a 51.11-percent stake in Pivovarna Laško, d.d.
In the final stage of the joint capital increase process of Pivovarna Laško, d.d., and sale of the shares held by the members of the Consortium of Sellers in Pivovarna Laško, d.d., five offers were received in March 2015.
Following successful negotiations, the Consortium of Sellers of Pivovarna Laško, d.d., and the company Heineken International B.V. signed on April 13, 2015, the Sale and Purchase Agreement (SPA) on the sale and acquisition of the said stake.
Upon signing of the SPA, the buyer also signed with Pivovarna Laško, d.d., an Agreement on Cooperation with the Parent Company Pivovarna Laško, d.d., by which the buyer has committed to continue to provide financial stability of the company Pivovarna Laško, d.d., after the transaction is completed.
Laško Group requested from the creditor banks to waive their right to terminate the Agreement, and to extend the deadline for the repayment of borrowings with proceeds from divestments of non-operating assets and capital increase until December 31, 2015.
Since a sufficient number of banks waived their right to terminate the Agreement on the grounds of failure to attain the second and third milestone and provided their consent to extend the deadline by December 31, 2015, the Agreement remains in effect after June 30, 2015.
Laško, May 27, 2015 Management Board