Troax seeks bondholder approval to amend floating-rate bonds due 2020

By Toni Weeks

San Luis Obispo, Calif., Jan. 13 – Troax Group AB (publ) is seeking to obtain approval from holders of its senior secured callable floating-rate bonds due 2020 to amend some of the terms of the notes, according to a notice from bond agent Nordic Trustee & Agency AB.

Troax has implemented many strategic initiatives since 2013 and is “ready to expand and continue to grow based on these fulfillments,” the notice said.

Specifically, Troax Group and its main owner, FSN Capital LP III, is exploring a listing of the issuer’s parent company, Troax Holding AB, on the Nasdaq Stockholm. The companies believe that the listing will broaden the group’s access to the Swedish and international capital markets by improving its options for financing continued growth, both organically and through selective acquisitions.

Once the parent is listed on the exchange, it will be required to issue certain consolidated financial statements, both on a yearly and quarterly basis, just as the issuer is. Thus the companies are proposing restructuring the companies such that Troax Group and Troax Holding merge, with Troax Holding as the surviving entity.

The proposal will allow the parent more flexibility to make distributions to shareholders, limit the issuer’s voluntary prepayment rates on the bonds and limit its right to cancel re-purchased bonds, according to the notice.

Holders must be of record as of Jan. 22 to vote. The voting deadline is 11 a.m. ET on Jan. 30. To approve a proposal, holders representing at least 20% of the adjusted nominal bond amount must provide a vote in writing to form a quorum, and two-thirds of the adjusted nominal amount for which holders reply under the written procedure must consent to the proposal.

Carnegie Investment Bank (46 8 5886 8714 or dcm@carnegie.se) is the financial adviser.

Hillerstorp, Sweden-based Troax is a manufacturer of fabricated metal products.

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