Hamburg Commercial proposals for three floaters fail; adjourned meetings inquorate

By Wendy Van Sickle

Columbus, Ohio, Nov. 2 – Hamburg Commercial Bank AG said adjourned meetings related to consent solicitations for three series of its notes failed to achieve a quorum, and therefore the extraordinary resolutions seeking to amend those notes’ terms will not be implemented, according to a notice.

The consent solicitations were launched on Sept. 12 for four classes of subordinated floating-rate notes issued by Landesbank Schleswig-Holstein Girozentrale, but the extraordinary resolution related to one series of notes was already passed on the date of the initial noteholder meetings on Oct. 11, as previously reported.

On that date, the meetings for the $18.4 million notes due Dec. 29, 2030 (ISIN: XS0122546442), $25 million notes due Feb. 19, 2031 (ISIN: XS0124807099) and $22.73 million notes due Jan. 5, 2040 (ISIN: XS0122825754) were inquorate and were adjourned to Nov. 2 on which date they also failed to achieve a quorum.

The extraordinary resolution for the $143 million notes due March 21, 2031 (ISIN: XS0126551695) was passed on the initial meeting date.

As reported, the company was inviting holders of the notes to consent, by way of extraordinary resolutions at separate noteholder meetings, to some amendments to the terms and conditions of each class to (i) include new fallback provisions relating to the replacement of Libor with SOFR; and (ii) include a new condition 19 (recognition of bail-in) relating to the recognition by noteholders of the resolution powers of the relevant resolution authority in relation to the notes, specifically to maintain the eligibility of each class as tier 2 instruments under the CRR and as MREL eligible liabilities.

The quorum required at each original meeting was one or more persons representing in the aggregate at least 75% nominal amount of the notes outstanding. At the adjourned meetings, the quorum was one or more persons representing a majority of the notes.

To be passed at a meeting, the extraordinary resolution required a majority in favor consisting of at least 75% of the votes cast.

The company was offering a 0.5% consent fee.

UBS AG London Branch (+44 20 7568 1121; ol-liabilitymanagement-eu@ubs.com) is the solicitation agent.

Kroll Issuer Services Ltd. (attn.: Owen Morris / Harry Ringrose; +44 20 7704 0880; hcob@is.kroll.com; https://deals.is.kroll.com/hcob) is the tabulation agent.

Deutsche Bank AG, London Branch (DAS-EMEA@list.db.com) is the issue agent.

Landesbank Schleswig-Holstein Girozentrale is a bank based in Kiel, Germany. Hamburg Commercial is a commercial bank with headquarters in Hamburg and Kiel.

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