Call to Suppliers to provide a statement of intent to participate in the financing of Agrokor with a supply of goods / provision of services in the amount up to EUR 50,000,000
Jul 31, 2017
Pursuant to the Law on Extraordinary Administration Proceeding in Companies of Systemic Importance for the Republic of Croatia (hereinafter: „Law“), an extraordinary administration proceeding was initiated on 10 April 2017 against the Agrokor and its affiliated and controlled companies in the Republic of Croatia, on the grounds of the Resolution of the Commercial Court in Zagreb, reference number St-1138/17.
On 8 June 2017 the “Up to EUR 1,060,000,000 Super-Priority Term Facilities Agreement” was concluded between Agrokor as the loan beneficiary, certain affiliated companies as guarantors and certain institutions listed in the agreement as lenders and with Madison Pacific Trust Limited as agent and security agent (hereinafter: “Umbrella Financing Agreement”). This Agreement provided for a tranche of the loan up to EUR 100,000,000 from which 50% will be utilized to refinance old debt and 50% will be utilized for the needs of ordinary business operations, in which suppliers of Agrokor and/or its affiliated companies may participate as lenders with a concurrent delivery of goods / provision of services.
A “Supplier” within the meaning of this Call is a person regarding which the following conditions have been cumulatively satisfied:
- it has an unsettled claim against Agrokor and/or an affiliated company on the basis of supplied goods / provided service which occurred prior to the issuance of the Resolution on the opening of the extraordinary administration proceeding (hereinafter “Claim”);
- it has filed the Claim with the Extraordinary Commissioner pursuant to Article 30, paragraph 1 of the Law and, according to reasonable judgment of the Extraordinary Commissioner, likelihood exists that Claim will be verified in the extraordinary administration proceeding;
- it is prepared to conclude a new agreement on the supply of goods / provision of services with Agrokor and/or its affiliates, at the price and other sale terms which are equal to the most favorable terms offered in the previous six months (including all commercial discounts);
- the offered goods / services are of such quantity, type, quality and other usual parameters that, according to Agrokor’s discretionary estimate, they enable the continuation of business operations;
- it is prepared to accede to the Umbrella Financing Agreement and accept all rights and obligations which arise from that agreement.
Suppliers who satisfy the above listed conditions are INVITED to give a Statement of intent to participate in the financing of Agrokor and/or its affiliated companies with the concurrent supply of goods/provision of services (hereinafter “Statement”) by 25.8.2017 at 17 hours. The Statement is to be provided exclusively on the attached form.
The list of Suppliers with whom agreements on the supply of goods/provision of services will be concluded and who will be allowed to accede to the Umbrella Financing Agreement shall be made by Agrokor at its own discretion. In that regard, it is specifically stated to all Suppliers that, in the case that the total expressed intent to participate in the financing in the received Statements is higher than the amount at disposal for the needs of current business operations (EUR 50.000.000,00), Agrokor retains its right to allocate the portions in the financing in such a manner to allocate a smaller or no portion in relation to the expressed intent to participate of each Statement issuer. When determining the basis for allocation, several factors will be taken into consideration, including the quality and creditworthiness of a Supplier, and the level and nature of demand for goods / services, the time at which the Statement was provided, where priority will be given to Statement issuers who were the first to express their intent to participate in the financing. When allocating, Agrokor is not obliged to allocate portions in the financing on a proportional basis according to the received Statements. Agrokor retains its right to terminate the procedure at any time until the conclusion of the agreement for the supply of goods/provision of services and the accession of Suppliers to the Umbrella Financing Agreement without stating the reasons for such action. Further, Agrokor retains its right to conclude the list of Suppliers, i.e. to conclude the procedure of acquiring Statements even before the provided deadline, if, according to its reasonable judgment, a sufficient number of Statements has been acquired.
Pursuant to the provisions of the Umbrella Financing Agreement, a Supplier who has acceded to that agreement and has concluded and fully fulfilled his obligations from the agreement for the supply of goods/provision of services, acquires a claim with priority in settlement from Article 39 of the Law.
Agrokor will enable Statement issuers who Agrokor included in the list of Suppliers and who have assumed the obligation to keep the confidentiality of information to inspect the Umbrella Financing Agreement in a reasonably suitable manner.
Following all the above, we invite you to consider the possibility of participation in the described financing and to notify us of your interest by filling out and signing your Statement, the form of which is attached to this call. For the avoidance of doubt, Agrokor specifically states to all recipients of this call that the provision of the Statement is not considered participation in the proposed financing and that Agrokor assumes no obligation to enable the Statement issuer to participate in that financing.
Before making a decision on providing the Statement on the basis of this call, Agrokor invites all potential participants to examine the information and announcements on Agrokor’s web page (www.agrokor.hr) and to independently assess the financial position, potential and risk factors related to Agrokor and only then to make a decision on possible provision of the Statement.