Agrinos Launches Up To NOK 165 million USD ~25 million 2017 Senior Convertible Bond

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Lysaker, Norway, November 12, 2014 – Agrinos AS ("Agrinos" or the "Company") announces today that it intends to offer a new bond issue up to NOK 165m (USD ~25m) in principal amount of Senior Convertible Bonds (the “bonds”) with a 30 months tenor.

Subscription of bonds is guaranteed by Agrinos' shareholders Manor Investment S.A. and Havfonn AS for an aggregate amount of NOK 113 million (USD ~17 million). Manor will subscribe bonds of NOK 100 million and Havfonn will subscribe Bonds of NOK 13 million. The guarantors will receive a subscription guarantee fee of 1%. Both Manor and Havfonn is represented at the board of Agrinos.

The proceeds from the issuance will be used to fund research and development activities, production facilities and development of commercial activities in core markets.

The bonds carry an interest rate at 3 months NIBOR plus 10%, and interest is paid in kind through issuance of new bonds. The bonds will be convertible into common shares of the Company at NOK 6 per share between 1 April 2016 and 31 March 2017, NOK 8 per share between 31 March 2017 and maturity, within 30 business days following completion of a qualified issuance of equity by issuer at 25% below the relevant issuance price, or at NOK 1 per share within 30 business days after the occurrence of an event of default.

The Bonds will be issued and redeemed at 100% of their principal amount and will, unless previously redeemed, converted or purchased and cancelled, mature in June 2017. Agrinos will have the right to call the Bonds from April 1, 2016 at a price equal to the nominal value plus accrued interest.

The Bonds are expected to be issued mid December 2014. The Bonds will not be listed but Agrinos may decide to list the Bonds on an exchange at a later stage.

Application will be open for investors in the period November 17–21, 2014. The book may be closed later at the Company’s discretion.

The senior convertible bond issue is subject to approval by the extraordinary general meeting of Agrinos which will be called after closing of the application period.

The bond issuance will be organized through Nordic Trustee ASA and the Bonds will be registered in Verdipapirsentralen ASA (VPS), the Norwegian central securities depository. The transaction is non-brokered and solely run by the Company. Advokatfirmaet Schjødt AS is acting as legal advisor to the Company in connection with the bond issue and will assist the Company with subscriptions and settlement.

Agrinos expects to announce the final result related to the 2017 Bonds issuance on or about November 24th, 2014.

For further information and subscription documents, please contact:
Harald Bjørland
EVP corporate communications and IR
Mobile: +47 908 58 221
E-mail: harald.bjoerland@agrinos.com

About Agrinos

Agrinos is a biological crop input provider committed to improving the productivity and sustainability of modern agriculture. Agrinos’ range of High Yield Technology^® (“HYT^®”) products helps farmers to practice profitable agriculture by providing increased crop productivity, improved efficiency of conventional fertilizer and a reduced environmental footprint. 

Certified as organic and based on Agrinos’ proprietary technology, the HYT^® products provide benefits by strengthening the soil-based microbial ecosystem, stimulating crop development at key points in the growth cycle and boosting natural plant resistance to pathogens and threats. With solutions for a variety of crop categories, the technology comprising the HYT^® products has demonstrated its value in third-party trials in key agricultural regions worldwide.