04.06.2024

IMPORTANT ANNOUNCEMENT IN RESPECT OF THE U.S.$300,000,000 9.00 PER CENT. LOAN PARTICIPATION NOTES DUE 2025 ISSUED BY BONITRON DESIGNATED ACTIVITY COMPANY

04 June 2024

Bonitron Designated Activity Company («Bonitron») announces that Eurotorg LLC («Eurotorg»), the Borrower under U.S.$300,000,000 9.00 per cent. Loan Participation Notes due 2025 (XS2243344434) issued by Bonitron (the «Notes»), has shared the following information in respect of the Notes.

As of the date hereof, Eurotorg has arranged the repurchase of an aggregate principal amount of U.S.$274,703,000 of the Notes, which represents 91.57 per cent. in aggregate principal amount of the Notes originally issued. There is currently U.S.$25,297,000 in aggregate principal amount of the Notes, or 8.43 per cent. in aggregate principal amount of the Notes originally issued, which remains outstanding and is not held by Eurotorg and/or on behalf of Eurotorg (the «Outstanding Notes»).

Although Eurotorg remains committed to satisfying its obligations on the Outstanding Notes and has the available resources to do so, Eurotorg’s ability to service its U.S. dollars denominated debt, including to pay interest and principal payments due to Bonitron in connection with the Notes, may in the nearest future become extremely limited. In particular, Belarusian companies are continuously losing the ability to make outgoing payments in U.S. dollars, due to stringent requirements from correspondent banks based in the European Union and the U.S.

In light of the above, Eurotorg has decided to expand the buyback programme in respect of the Notes announced on 08.01.2024 (the «Buyback Programme»). The maximum aggregate principal amount of the Notes to be repurchased under the Buyback Programme has been increased from U.S.$10,000,000 to U.S.$25,297,000, which corresponds to the total principal amount of the Outstanding Notes.

While terms of the repurchases under the Buyback Programme are negotiated individually with each potential seller, Eurotorg is open to consider the proposals of the holders of the Outstanding Notes for repurchase under the Buyback Programme for a consideration of up to 100 per cent. of the principal amount of the Notes (U.S.$1,000 per U.S.$1,000 in principal amount of the Notes), subject to the relevant regulatory restrictions, prevailing market conditions, access to the necessary financial infrastructure, and other factors.

Thus, Eurotorg invites the holders of the Outstanding Notes to immediately contact Investor Relations of Eurotorg at the email address ir@eurotorg.by to make their proposals.

This announcement has been prepared solely for informational purposes..

This announcement does not constitute or form part of an invitation or inducement to engage in investment activity with, or any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for, any securities of, Eurotorg or Bonitron, nor shall any part of it nor the fact of its distribution form part of or be relied on in connection with any contract or investment decision relating thereto, nor does it constitute a recommendation regarding the securities of, or any investment in, Eurotorg or Bonitron. The information, statements and opinions contained in this announcement do not constitute a public offer under any applicable legislation or an offer to sell or a solicitation of an offer to buy any securities.

This announcement may contain “forward-looking statements” concerning Eurotorg. Generally, the words “will”, “may”, “should”, “could”, “would”, “can”, “continue”, “opportunity”, “believes”, “expects”, “intends”, “anticipates”, “estimates” or similar expressions identify forward-looking statements. The forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those expressed in the forward-looking statements. Many of these risks and uncertainties relate to factors that are beyond Eurotorg’s ability to control or estimate precisely and therefore undue reliance should not be placed on such statements which speak only as at the date of this announcement. Eurotorg assumes no obligation in respect of, and does not intend to update, these forward-looking statements, except as required pursuant to applicable law.

This announcement may contain inside information as defined in Article 7 of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (the «Market Abuse Regulation») and is disclosed in accordance with the Bonitron obligations under Article 17 of the Market Abuse Regulation.

For further details, please contact:

Chief Investment Officer, Eurotorg LLC

Andrei Belkavets
BelkovecA@eurotorg.by
+375 44 7888500

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