Covivio seeks vote on requalifying 2024, 2028 notes as green

By Marisa Wong

Los Angeles, May 19 – Covivio SA issued a notice of separate noteholder meetings for its €300 million 1.625% notes due 2024 (ISIN: XS1698714000) and €300 million 2.375% notes due 2028 (ISIN: XS1772457633).

Covivio wants to requalify each series as green bonds by allocating proceeds of the notes to finance or refinance eligible green assets or capital expenditures, selected operational expenditures and investments that meet the eligibility criteria described in its sustainable bond framework.

The company is asking holders to agree to this allocation of proceeds by voting on an extraordinary resolution at separate noteholder meetings.

Voting instructions are due by 11 a.m. ET on June 15.

Meetings and quorum

The initial meeting for the 2024 notes will begin at 5 a.m. ET on June 20. The initial meeting for the 2028 notes will begin at 5:10 a.m. ET on June 20, or after completion of the initial meeting for the 2024 notes, whichever is later.

The quorum for each initial meeting will be one or more persons holding at least half of the principal amount outstanding of the relevant series. If a quorum is not present within 15 minutes after the scheduled meeting time, that meeting will be adjourned and a second meeting for the relevant series will be held.

The second meeting for the 2024 notes is scheduled for 5 a.m. ET on July 21, and the second meeting for the 2028 notes will begin at 5:10 a.m. ET on July 21, or after completion of the second meeting for the 2024 notes, whichever is later.

The quorum for any second meeting will be one or more persons holding more than one third of the outstanding principal amount of the relevant series. If a quorum is not present within 15 minutes after the scheduled meeting time, that meeting will be adjourned and a third meeting for the relevant series will held.

The third meeting for the 2024 notes will begin at 5 a.m. ET on Aug. 22, and the third meeting for the 2028 notes will begin at 5:10 a.m. ET on Aug. 22, or after completion of the second meeting for the 2024 notes, whichever is later.

The quorum for any third meeting will be one or more persons holding more than one fifth of the outstanding principal amount of the relevant series.

All three meetings will be held via teleconference.

To pass, an extraordinary resolution requires a majority in favor consisting of at least two-thirds of the principal amount of notes represented at the applicable meeting.

The company noted that if there is a lack of quorum at the third meeting of either or both series, or if the extraordinary resolution is not approved by noteholders, it reserves the right to implement the updated allocation of proceeds without convening any further meetings.

More details

The company is not proposing any changes to the terms and conditions of the notes of either series, only to the allocation of proceeds.

No consent or participation fee will be payable.

BNP Paribas (+33 1 87 74 64 33, liability.management@bnpparibas.com) is the solicitation agent. Kroll Issuer Services Ltd. (attn.: Thomas Choquet, +44 20 7704 0880, covivio@is.kroll.com, https://deals.is.kroll.com/covivio).

The 2024 and 2028 notes were originally issued by Beni Stabili SpA SIIQ, but Covivio was substituted as issuer on Dec. 31, 2018.

Covivio is a real estate investment trust company based in France.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.