Biokraft International

This notice is made in respect of Biokraft International AB (publ) (previously Scandinavian Biogas Fuels International AB (publ)) (“Biokraft”) up to SEK 1,200,000,000 senior secured floating rate green bonds due 2026 (ISIN: SE0015812441) (the “Bonds”).

Biokraft announced on 1 February 2024 that it has commenced a written procedure to amend the definition of Change of Control Event under the terms and conditions for the Bons (the “Terms and Conditions”) to permit Aneo Renewables Holding AS’s and St1 Sverige AB’s consolidation (the “Consolidation”) of their ownership in Biokraft into a jointly owned limited company, 1Vision Biogas AB, and waive any Change of Control Event occurring as a result of such Consolidation (the “Written Procedure”).

On 9 February 2024 Biokraft announced that the deadline for receiving an Early Consent Fee under the Written Procedure was extended to 15 February 2024 and that the Consent Fee under the Written Procedure was increased to 200 basis points of the nominal amount of each Bond.

Today Biokraft informs each holder of a Bond (each a “Bondholder”) that it has decided to withdraw the Written Procedure. Consequently, the Written Procedure will not be voted on, no Proposal to amend the Terms and Conditions or waive any rights in relation to the Change of Control Event that occurred due to the Consolidation will be approved.

A Bondholder who would like to exercise its right to have all, or some only, of its Bonds repurchased due to the Change of Control Event occurring pursuant to the Consolidation shall sign and send a repurchase instruction form by email to Nordea at NordeaLiabilityManagement@nordea.com no later than 20 Business Days following Bondholders’ receipt of Biokraft’s notice of the Change of Control Event due to the Consolidation, i.e. being no later than at 17:00 CET on 6 March 2024, after which period such right will lapse.

As of today, Bondholders holding Bonds in a total nominal amount close to half of the total nominal amount of all outstanding Bonds have requested that their Bonds are repurchased. Bondholders are advised to read carefully the terms of the notice of Change of Control Event for full details of, and information on, the terms and the procedures to request that Bonds are repurchased.

As announced by Biokraft in its year end report for 2023, Biokraft assesses that the group’s business has additional financing needs for additional growth projects as well as systematic improvements to existing facilities. Work is underway to review and evaluate various financing alternatives to ensure the group’s ability to carry out the planned growth journey while securing its liquidity requirements and to finance the repurchasing of Bonds.

Further information

For questions regarding the Written Procedure, please contact Nordea at NordeaLiabilityManagement@nordea.com or +45 6161 2996.

For questions to the Agent regarding the administration of the Written Procedure, please contact the Agent at voting.sweden@nordictrustee.com or +46 8 783 79 00.

This information herein is information that Biokraft International AB (publ) is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact persons, on Monday 19 February 2024 at 20:45 (CET).

Attached

Notice of withdrawal of written procedure