INVESTOR RELATIONS

GREENCELLS GMBH
SAARBRÜCKEN

ANNOUNCEMENT
OF THE EARLY REDEMPTION (ISSUER CALL)
OF THE UP TO EUR 50,000,000 6.50 % BOND 2020/2025
(ISIN: DE000A289YQ5 / WKN: A289YQ)

(the “Bonds” or each individually a “Bond”)

Greencells GmbH, Saarbrücken (“Company“), is authorised pursuant to Section 6 (3) of the terms and conditions of the above Bond to terminate the Bonds with a notice period of not less than 30 and not more than 60 days to the holders of the Bonds and to redeem them early.

In accordance with Section 6 (3) of the Bond terms and conditions, the Company is exercising its right in this regard and hereby calls all outstanding Bonds in the total nominal amount of EUR 47.052.000 early with effect from 29 July 2024 (optional redemption date within the meaning of Section 6 (3) of the terms and conditions of the Bonds) at an early redemption amount of 102,00% of the nominal amount per Bond (optional redemption amount (call) within the meaning of Section 6 (3) of the terms and conditions of the Bonds) plus accrued and unpaid interest up to and including 28 July 2024.

The notice of termination was published on 28 June 2024 on the Company’s website (https://greencells.com/de/ir/) and in the Federal Gazette (Bundesanzeiger) in accordance with Section 6 (3) in conjunction with Section 14 (1) of the Bond terms and conditions.

The Bonds are represented in a global certificate deposited with Clearstream Banking AG (“Clearstream“). The early redemption amount will be credited and the Notes will be derecognised automatically via Clearstream and the custodian institutions. Holders of the Notes do not have to take any further action.

Saarbrücken, 28 June 2024

GREENCELLS GMBH
MANAGEMENT BOARD

Key data of the Green Bond 2020/2025

 

Issuer Greencells GmbH
Financial Instrument Green Bond (classified by imug/SPO)
Initial volume Up to EUR 25 million
Tap volume Up to EUR 25 million
Total volume placed EUR 47 million
ISIN/WKN DE000A289YQ5/A289YQ
Coupon 6.5% p.a.
Issue price 100%
Denomination EUR 1,000
Value date 9 December 2020
Interest payment Semi-annually in arrears on 9 June and 9 December of each year (first time in 2021)
Redemption date 29 July 2024
Redemption price 102%
Status Unsubordinated, secured
Security
  • Pledge of shares in solar project companies with an aggregate market value corresponding to at least 132.50% of the outstanding aggregate principal amount of the Notes
  • Assignment of EPC proceeds with a contract value of at least EUR 10 million

Besides, credit line of the sister company in favor of the issuer for up to at least 132.50% of the outstanding aggregate principal amount of the Notes until 31 December 2025.

Special termination rights of the Issuer
  • From 9 December 2023 at 102% of the nominal amount
  • From 9 December 2024 at 101% of the nominal amount
Termination rights of bondholders and covenants
  • Change of control
  • Cross default
  • Distribution limitation
  • Transparency obligation
  • Security-related covenants
Trustee Schultze & Braun Vermögensverwaltungs- und Treuhandgesellschaft mbH
Applicable law German law
Prospectus
  • Securities prospectus approved by the Commission de Surveillance du Secteur (“CSSF”) in Luxembourg with notification to the Federal Financial Supervisory Authority (“BaFin”) in Germany and the Austrian Financial Market Authority (“FMA”)
  • The approval of the prospectus shall not be construed as an endorsement of the securities offered.
Stock exchange segment Quotation Board, Open Market Segment of the Frankfurt Stock Exchange
Financial advisor DICAMA AG
Bookrunner ICF BANK AG

 

CONTINUOUS REPORTING

FINANCIAL REPORTS

EMISSION DOCUMENTS

9 June 2024: Interest payment for the Green Bond 2020/2025
June 2024: Consolidated financial statements 2023
October 2024: Consolidated half-year report 2024
9 December 2024: Interest payment for the Green Bond 2020/2025

 

Greencells GmbH
Alexandra Roger-Machart
+49 (0)681 992 669 10

ir(at)greencells.com

 

Better Orange IR & HV AG
Frank Ostermair, Linh Chung
+49 (0) 89 889 690 625
frank.ostermair(at)better-orange.de