Prisa, the publishing group of EL PAÍS, has announced this Friday that during the first ordinary conversion period of the issue carried out in February of subordinated debentures necessarily convertible into ordinary shares of the company, requests for conversion of 267,521 debentures have been received, the amount of which The total nominal value amounts to 98,982,770 euros, which means that 76.14% of the total nominal amount of the issue has been converted into shares. Such a percentage in this type of operation is usually considered a success by the market. 351,350 convertible bonds had been issued and subscribed for a total nominal amount of 129,999,500 euros. This is the first window to convert them within a horizon set at a period of five years.
In view of the result, the company’s Board of Directors unanimously agreed at the meeting held this Friday that the convertible bonds whose conversion has been requested be amortized. The settlement of fractions of shares in cash will not proceed given that, as the conversion price stands at 0.37 euros on May 10, 2023, the conversion ratio yields, in all cases, a whole number of new shares.
After the conversion period, 83,829 convertible bonds remain outstanding, representing 23.86% of the total nominal amount of the issue. Thus, the Board of Directors has decided to partially execute the increase in share capital agreed at its meeting on January 9, 2023 within the framework of the issuance agreement, setting the share capital at the figure that results from adding the current one of Prisa ( 74,065,019.30 euros) the amount necessary to meet the conversion, at the fixed price in force on May 10, 2023 (0.37 euros), of the convertible bonds whose conversion has been requested.
For this purpose, it has been agreed to increase the share capital for a total nominal amount of 26,752,100 euros, by issuing and putting into circulation 267,521,000 new shares, with a nominal value of 0.10 euros each, of the same class and series as the Prisa shares currently outstanding.
The issue rate for the new shares is 0.37 euros per share (0.10 euros par value plus 0.27 euros share premium). Therefore, the total issue premium amounts to 72,230,670 euros and the effective amount (nominal plus premium) of the capital increase amounts to 98,982,770 euros. The new shares will be fully subscribed and paid up, as well as the share premium paid, by the holders of the corresponding convertible bonds through the conversion and redemption of the convertible bonds whose conversion has been requested during the conversion period.
The New Shares will be ordinary shares equal to those currently in circulation, and will confer on their holders from the date of their registration in the accounting records of Sociedad de Gestión de los Sistemas de Registro, Compensación y Liquidación de Valores, SAU (“Iberclear” ) the same economic and political rights as the shares of the company currently in circulation.
The New Shares will be represented by book entries, which will be kept by Iberclear and the participating entities. As a result of the capital increase, Prisa’s share capital will be set at 100,817,119.30 euros, and will be represented by 1,008,171,193 ordinary shares with a nominal value of 0.10 euros each.
The deed relating to the capital increase is expected to be granted in the coming days. The company will notify the market through the publication of the corresponding communication of other relevant information of the registration of the public deed related to the capital increase in the Mercantile Registry, and the expected date of admission to trading of the new shares issued on the Stock Exchanges. of Madrid, Barcelona, Bilbao and Valencia, as well as its inclusion in the Stock Market Interconnection System (SIBE).
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