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16.07.2024 13:20:34 - dpa-AFX: EQS-Adhoc: PPC Zeus Designated Activity Company: NOTICE OF AMENDMENTS (english)
PPC Zeus Designated Activity Company: NOTICE OF AMENDMENTS
EQS-Ad-hoc: PPC Zeus Designated Activity Company / Key word(s):
Miscellaneous
PPC Zeus Designated Activity Company: NOTICE OF AMENDMENTS
16-Jul-2024 / 13:20 CET/CEST
Disclosure of an inside information acc. to Article 17 MAR of the Regulation
(EU) No 596/2014, transmitted by EQS News - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.
---------------------------------------------------------------------------
16 July 2024
THIS NOTICE IS IMPORTANT AND REQUIRES THE IMMEDIATE ATTENTION OF SENIOR
NOTEHOLDERS. IF SENIOR NOTEHOLDERS ARE IN ANY DOUBT AS TO THE ACTION THEY
SHOULD TAKE, THEY SHOULD IMMEDIATELY CONSULT THEIR OWN INDEPENDENT
PROFESSIONAL ADVISERS AUTHORISED UNDER THE FINANCIAL SERVICES AND MARKETS
ACT 2000, AS AMENDED (IF THEY ARE LOCATED IN THE UNITED KINGDOM), OR FROM
OTHER APPROPRIATELY AUTHORISED INDEPENDENT PROFESSIONAL ADVISERS (IF THEY
ARE LOCATED OUTSIDE OF THE UNITED KINGDOM).
THIS NOTICE CONTAINS IMPORTANT INFORMATION THAT IS OF INTEREST TO THE
REGISTERED AND BENEFICIAL OWNERS OF THE SENIOR NOTES. IF APPLICABLE, ALL
DEPOSITORIES, CUSTODIANS AND OTHER INTERMEDIARIES RECEIVING THIS NOTICE ARE
REQUIRED TO EXPEDITE TRANSMISSION HEREOF TO BENEFICIAL OWNERS OF THE SENIOR
NOTES IN A TIMELY MANNER. IF BENEFICIAL OWNERS OF THE SENIOR NOTES ARE IN
ANY DOUBT AS TO THE MATTERS REFERRED TO IN THIS NOTICE, THEY SHOULD CONSULT
THEIR STOCKBROKER, LAWYER, ACCOUNTANT OR OTHER PROFESSIONAL ADVISER WITHOUT
DELAY.
If you have recently sold or otherwise transferred your entire holding(s) of
Senior Notes referred to below, you should immediately forward this notice
to the purchaser or transferee or to the stockbroker, bank or other agent
through whom the sale or transfer was effected for transmission to the
purchaser or transferee.
THIS ANNOUNCEMENT MAY CONTAIN INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE
7 OF REGULATION (EU) 596/2014 OF THE EUROPEAN PARLIAMENT AND OF THE COUNCIL
OF 16 APRIL 2014 ON MARKET ABUSE (AS AMENDED) ("EU MAR") AND REGULATION (EU)
596/2014 AS IT FORMS PART OF DOMESTIC LAW IN THE UNITED KINGDOM BY VIRTUE OF
THE EUROPEAN UNION (WITHDRAWAL) ACT 2018, AS AMENDED ("EUWA") AND AS FURTHER
AMENDED BY THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS 2019 ("UK MAR"
AND, TOGETHER WITH EU MAR, "EU/UK MAR").
PPC ZEUS DESIGNATED ACTIVITY COMPANY
(a designated activity company incorporated with limited liability in
Ireland under registered number 671216)
(the "Issuer")
NOTICE OF AMENDMENTS
to the holders of
EUR325,020,000 Fixed Rate Asset Backed Notes due 2028 (ISIN: XS2269203316)
(the "Senior Notes")
This announcement is released by the Issuer and may contain inside
information for the purposes of Article 7 of EU/UK MAR, encompassing
information relating to the Senior Notes described above. For the purposes
of EU/UK MAR and Article 2 of Commission Implementing Regulation (EU)
2016/1055, including as it forms part of assimilated law in the UK by virtue
of the EUWA, this announcement is made by the Directors of the Issuer.
We refer to: (i) the note trust deed dated 9 April 2021, constituting the
Senior Notes and made between the Issuer and Citibank N.A., London Branch
(as "Note Trustee") (including the terms and conditions of the Senior Notes
set out in Schedule 3 (Terms and Conditions of the Senior Notes) thereto
(the "Conditions")), as amended most recently pursuant to a deed of
amendment and restatement dated 27 July 2023 and made between, among others,
the Issuer, Public Power Corporation S.A. (as "Seller") and Citibank N.A.,
London Branch (as "Security Trustee") (the "July 2023 Amendment Deed"), and
as may be further amended, restated and/or supplemented from time to time
(the "Note Trust Deed") and
(ii) the master definitions and framework deed dated 9 April 2021, and made
between, among others, the Issuer, the Seller and the Security Trustee, as
amended most recently pursuant to the July 2023 Amendment Deed and as may be
further amended, restated and/or supplemented from time to time (the "Master
Definitions and Framework Deed"). Capitalised terms used but not otherwise
defined in this notice shall have the meanings ascribed to them in the Note
Trust Deed and/or Master Definitions and Framework Deed.
The Issuer hereby announces that:
This notice does not constitute an offer to sell or the solicitation of an
offer to subscribe for or otherwise acquire any securities in any
jurisdiction.
This notice and any non-contractual obligations arising out of or in
connection with this notice will be governed by and construed in accordance
with English law.
No person has been authorised to give information, or to make any
representation in connection therewith, other than as contained herein. The
delivery of this notice at any time does not imply that the information in
it is correct as at any time subsequent to its date.
For further information, please contact the Issuer at the address below.
PPC Zeus Designated Activity Company
Fourth Floor
3 George's Dock
IFSC
Dublin 1
Ireland
Attention: The Directors
Email: Ireland@wilmingtontrust.com
Tel: +353 1 6125550
PPC ZEUS DESIGNATED ACTIVITY COMPANY
End of Inside Information
---------------------------------------------------------------------------
16-Jul-2024 CET/CEST News transmitted by EQS Group AG. www.eqs.com
---------------------------------------------------------------------------
End of Announcement EQS News Service
---------------------------------------------------------------------------
1947301 16-Jul-2024 CET/CEST
EQS-Ad-hoc: PPC Zeus Designated Activity Company / Key word(s):
Miscellaneous
PPC Zeus Designated Activity Company: NOTICE OF AMENDMENTS
16-Jul-2024 / 13:20 CET/CEST
Disclosure of an inside information acc. to Article 17 MAR of the Regulation
(EU) No 596/2014, transmitted by EQS News - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.
---------------------------------------------------------------------------
16 July 2024
THIS NOTICE IS IMPORTANT AND REQUIRES THE IMMEDIATE ATTENTION OF SENIOR
NOTEHOLDERS. IF SENIOR NOTEHOLDERS ARE IN ANY DOUBT AS TO THE ACTION THEY
SHOULD TAKE, THEY SHOULD IMMEDIATELY CONSULT THEIR OWN INDEPENDENT
PROFESSIONAL ADVISERS AUTHORISED UNDER THE FINANCIAL SERVICES AND MARKETS
ACT 2000, AS AMENDED (IF THEY ARE LOCATED IN THE UNITED KINGDOM), OR FROM
OTHER APPROPRIATELY AUTHORISED INDEPENDENT PROFESSIONAL ADVISERS (IF THEY
ARE LOCATED OUTSIDE OF THE UNITED KINGDOM).
THIS NOTICE CONTAINS IMPORTANT INFORMATION THAT IS OF INTEREST TO THE
REGISTERED AND BENEFICIAL OWNERS OF THE SENIOR NOTES. IF APPLICABLE, ALL
DEPOSITORIES, CUSTODIANS AND OTHER INTERMEDIARIES RECEIVING THIS NOTICE ARE
REQUIRED TO EXPEDITE TRANSMISSION HEREOF TO BENEFICIAL OWNERS OF THE SENIOR
NOTES IN A TIMELY MANNER. IF BENEFICIAL OWNERS OF THE SENIOR NOTES ARE IN
ANY DOUBT AS TO THE MATTERS REFERRED TO IN THIS NOTICE, THEY SHOULD CONSULT
THEIR STOCKBROKER, LAWYER, ACCOUNTANT OR OTHER PROFESSIONAL ADVISER WITHOUT
DELAY.
If you have recently sold or otherwise transferred your entire holding(s) of
Senior Notes referred to below, you should immediately forward this notice
to the purchaser or transferee or to the stockbroker, bank or other agent
through whom the sale or transfer was effected for transmission to the
purchaser or transferee.
THIS ANNOUNCEMENT MAY CONTAIN INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE
7 OF REGULATION (EU) 596/2014 OF THE EUROPEAN PARLIAMENT AND OF THE COUNCIL
OF 16 APRIL 2014 ON MARKET ABUSE (AS AMENDED) ("EU MAR") AND REGULATION (EU)
596/2014 AS IT FORMS PART OF DOMESTIC LAW IN THE UNITED KINGDOM BY VIRTUE OF
THE EUROPEAN UNION (WITHDRAWAL) ACT 2018, AS AMENDED ("EUWA") AND AS FURTHER
AMENDED BY THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS 2019 ("UK MAR"
AND, TOGETHER WITH EU MAR, "EU/UK MAR").
PPC ZEUS DESIGNATED ACTIVITY COMPANY
(a designated activity company incorporated with limited liability in
Ireland under registered number 671216)
(the "Issuer")
NOTICE OF AMENDMENTS
to the holders of
EUR325,020,000 Fixed Rate Asset Backed Notes due 2028 (ISIN: XS2269203316)
(the "Senior Notes")
This announcement is released by the Issuer and may contain inside
information for the purposes of Article 7 of EU/UK MAR, encompassing
information relating to the Senior Notes described above. For the purposes
of EU/UK MAR and Article 2 of Commission Implementing Regulation (EU)
2016/1055, including as it forms part of assimilated law in the UK by virtue
of the EUWA, this announcement is made by the Directors of the Issuer.
We refer to: (i) the note trust deed dated 9 April 2021, constituting the
Senior Notes and made between the Issuer and Citibank N.A., London Branch
(as "Note Trustee") (including the terms and conditions of the Senior Notes
set out in Schedule 3 (Terms and Conditions of the Senior Notes) thereto
(the "Conditions")), as amended most recently pursuant to a deed of
amendment and restatement dated 27 July 2023 and made between, among others,
the Issuer, Public Power Corporation S.A. (as "Seller") and Citibank N.A.,
London Branch (as "Security Trustee") (the "July 2023 Amendment Deed"), and
as may be further amended, restated and/or supplemented from time to time
(the "Note Trust Deed") and
(ii) the master definitions and framework deed dated 9 April 2021, and made
between, among others, the Issuer, the Seller and the Security Trustee, as
amended most recently pursuant to the July 2023 Amendment Deed and as may be
further amended, restated and/or supplemented from time to time (the "Master
Definitions and Framework Deed"). Capitalised terms used but not otherwise
defined in this notice shall have the meanings ascribed to them in the Note
Trust Deed and/or Master Definitions and Framework Deed.
The Issuer hereby announces that:
1. on 16 July 2024, the Senior Noteholders passed a Written Resolution
approving the Extended Revolving Period in accordance with the
requirements of paragraph (b) of the definition of "Revolving Period" in
the Master Definitions and Framework Deed, such Extended Revolving
Period to take effect on and from the Initial Revolving Period Last End
Date in accordance with the requirements of the Master Definitions and
Framework Deed; and
2. it has entered into a deed of amendment relating to the Note Trust Deed
and the Master Definitions and Framework Deed (the "Deed of Amendment")
dated 16 July 2024 between, amongst others, the Issuer, the Note Trustee
and the Security Trustee in which it has (i) amended Condition 5.3
(Redemption
at the option of the Junior Noteholders) of the Note Trust Deed to
extend the requirement for the Issuer to pay the Prepayment Fee in
accordance with any redemption thereunder until the expiry of the
Extended Revolving Period Last End Date, and (ii) amended the definition
of "Qualco Business Plan" under the Master Definitions and Framework
Deed in order to reflect a revised Qualco Business Plan entered into on
or about the date hereof.
This notice does not constitute an offer to sell or the solicitation of an
offer to subscribe for or otherwise acquire any securities in any
jurisdiction.
This notice and any non-contractual obligations arising out of or in
connection with this notice will be governed by and construed in accordance
with English law.
No person has been authorised to give information, or to make any
representation in connection therewith, other than as contained herein. The
delivery of this notice at any time does not imply that the information in
it is correct as at any time subsequent to its date.
For further information, please contact the Issuer at the address below.
PPC Zeus Designated Activity Company
Fourth Floor
3 George's Dock
IFSC
Dublin 1
Ireland
Attention: The Directors
Email: Ireland@wilmingtontrust.com
Tel: +353 1 6125550
PPC ZEUS DESIGNATED ACTIVITY COMPANY
End of Inside Information
---------------------------------------------------------------------------
16-Jul-2024 CET/CEST News transmitted by EQS Group AG. www.eqs.com
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Language: English
Company: PPC Zeus Designated Activity Company
Fourth Floor, 3 George's Dock, IFSC, Dublin 1
D01 X5X0 Dublin
Ireland
Phone: +353 1 6125550
E-mail: Ireland@Wilmingtontrust.com
ISIN: XS2269203316
WKN: 920331
Listed: Vienna Stock Exchange (Vienna MTF)
EQS News ID: 1947301
End of Announcement EQS News Service
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1947301 16-Jul-2024 CET/CEST
