Notice to future New Instrument Beneficiaries regarding Registrar Portal in connection with voting at the Initial DR Holder Meeting
Dear future New Instrument Beneficiary,
This communication is being sent to you on behalf of Agrokor d.d. (“Agrokor“).
We refer to the settlement plan relating to the restructuring of Agrokor submitted by the extraordinary administrator pursuant to Article 43 of the EA Act on 20 June 2018, as amended and published on 26 June 2018, and confirmed by the Commercial Court in Zagreb (Croatia) under business number St-1138/2017-2823 on 6 July 2018, in accordance with the EA Act (the “Settlement Plan“). Capitalised terms used but not otherwise defined herein shall have the respective meanings given to them in the Settlement Plan.
As part of the restructuring of Agrokor you will be entitled to receive Depositary Receipts and Bond Interests (together “New Instruments“) on 1 April 2019, the Implementation Commencement Date, provided that all requirements set out in the Settlement Plan are met. With effect from the Implementation Commencement Date, the new group will become operative and will be named Fortenova Group.
Persons who receive Depositary Receipts with voting rights on the Implementation Commencement Date will be entitled to vote at the Initial DR Holder Meeting which will be held on the Implementation Commencement Date. The agenda and notice of the Initial DR Holder Meeting, including the text of the proposed resolutions to be considered and instructions with respect to voting arrangements, will be available on http://nagodba.agrokor.hr and www.fortenovagroup.nl as from 21 March 2019.
If you wish to vote in respect of the proposed resolutions to be considered at the Initial DR Holder Meeting when you become a holder of Depositary Receipts on the Implementation Commencement Date, you will need to pre-register your voting intentions and appoint one or more officers of Lucid Agency Services Limited as your proxy to cast your vote(s) on your behalf. You may do so by submitting electronic instructions at the voting portal operated by Lucid Issuer Services Limited (who will be the Registrar in respect of the New Instruments) (the “Registrar Portal“).
You will receive an email from Lucid Issuer Services Limited on 21 March 2019 which will contain an activation link for the Registrar Portal. On receipt of such activation link you are requested to log-on and to activate on the Registrar Portal AS SOON AS POSSIBLE.
You will only be able to indicate how you wish your votes to be cast at the Initial DR Holder Meeting once you have registered on the Registrar Portal and have then received a separate e-mail advising of the commencement of the voting process. This is expected to be during the period between 22 March and 28 March 2019, following completion of relevant checks with respect to your compliance with KYC, Sanctions and securities laws requirements.
This e-mail has been sent to the e-mail address provided by you to TMF Group as part of the KYC process relating to the implementation of the Settlement Plan. If you have previously provided multiple e-mail addresses to TMF Group you will need to select a SINGLE e-mail address in connection with the Registrar Portal and for communications with respect to your holding of New Instruments. If you would like to use a different e-mail address for communications with respect to the Registrar Portal and your holding of New Instruments, including for voting purposes, please contact aisle@lucid-ats.com.
If you are a future New Instrument Beneficiaries with voting rights, but have not received an activation link on 21 March 2019, the relevant checks with respect to your compliance with KYC, Sanctions and securities laws requirements may not have been completed. If you have any questions on this process, please contact TMF Group via aisle.kyc@tmf-group.com.
If you have any questions with respect to this communication please contact aisle@lucid-ats.com.
Lucid Issuer Services Limited
For and on behalf of Agrokor d.d.
15 March 2019
