• 26.09.2024, 11:25:48
  • /
  • EQS0008

EQS-Adhoc: Hestia Financing S.à r.l.: Notice of Settlement Agreement

EQS-Ad-hoc: Hestia Financing S.à r.l. / Key word(s): Agreement
   Hestia Financing S.à r.l.: Notice of Settlement Agreement

   26-Sep-2024 / 11:25 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.

   ══════════════════════════════════════════════════════════════════════════

   THIS NOTICE IS IMPORTANT AND REQUIRES THE IMMEDIATE ATTENTION OF THE
   SENIOR NOTEHOLDERS.  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”).

   HESTIA  FINANCING  S.À  R.L.

   (a  société  à  responsabilité  limitée  (private  limited  liability
   company)  incorporated  under  the  laws  of  the Grand Duchy of
   Luxembourg with registered office at 28, Boulevard F.W. Raiffeisen, L –
   2411 Luxembourg, Grand Duchy of Luxembourg and registered with the
   Luxembourg Register of Commerce and Companies under number B254874)

   (the “Issuer”)

   Notice  of  Settlement  Agreement  with  Bank  of  Cyprus  Public  Company
   Limited

   to the holders of up  to  €475,000,000  Notes  due  31  December  2066
   (ISIN: XS2409267254)  (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 the (i) Subscription Agreement dated 9 December 2021 between,
   inter  alios,  the Issuer and Citibank Europe PLC as Security Trustee as
   may be amended, restated and/or supplemented from time to time (the
   “Subscription  Agreement”); and (ii) Sale and Purchase Agreement entered
   into between Themis Portfolio Management Holdings Limited (formerly CyCMC
   III Limited) (“Themis”), Oxalis Holding S.à.r.l (“Oxalis”) and Bank of
   Cyprus Public Company Limited (“BoC”) originally dated 2 August 2020 as
   amended and restated on 15 January 2021 and as may be amended and
   supplemented from time to time (the “SPA”).

   Capitalised terms used but otherwise not defined herein shall have the
   meanings given to such terms in the Subscription Agreement.

   The Issuer hereby announces that Themis and Oxalis have entered into a
   settlement agreement with BoC dated 23 September 2024 (the “Settlement
   Agreement”), pursuant to which Themis and Oxalis concluded settlement of
   certain potential claims against BoC under the SPA.  

   Please refer to the report made available by the Issuer in accordance with
   paragraphs (d) and (e) of clause 26.26 (Securitisation Regulations) of the
   Subscription Agreement and Article 7(1)(f) of the Securitisation
   Regulations, published by EuroABS on
   [1]https://www.euroabs.com/IH.aspx?d=15695.

    

   For further information, please contact the Issuer at the address below.

    

   Hestia  Financing  S.à  r.l.

   28, Boulevard F.W. Raiffeisen,
   L – 2411 Luxembourg

   Grand Duchy of Luxembourg
   Attention: the Board of Managers
   Email: [2]hestia@cscgfm.lu

    

    

   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.

   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.

    

    

   This notice is given by:

   HESTIA  FINANCING  S.À  R.L.

   Dated 26 September 2024

   End of Inside Information

   ══════════════════════════════════════════════════════════════════════════

   26-Sep-2024 CET/CEST News transmitted by EQS Group AG. www.eqs.com

   ══════════════════════════════════════════════════════════════════════════

   Language:    English
   Company:     Hestia Financing S.à r.l.
                28, Boulevard F.W. Raiffeisen
                L-2411 Luxembourg
                Luxemburg
   ISIN:        XS2409267254
   Listed:      Vienna Stock Exchange (Vienna MTF)
   EQS News ID: 1996405


    
   End of Announcement EQS News Service


   1996405  26-Sep-2024 CET/CEST

References

   Visible links
   1. https://eqs-cockpit.com/cgi-bin/fncls.ssp?fn=redirect&url=7c0641141f0df02b768fdf449c86a0ed&application_id=1996405&site_id=apa_ots_austria~~~18b544d0-9c71-4160-bd95-cc8b9aff9fbf&application_name=news
   2. mailto:hestia@cscgfm.lu

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