Tag Archives: DIGI symbol 20 – 24 Jan 2020 transactions

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Digi Communications N.V. recommends its shareholders not to attend the AGM 2020 in person due to COVID-19

BUCHAREST, Romania, 14-Apr-2020 — /EuropaWire/ — In light of the public health risks caused by the COVID-19 pandemic and the restrictive measures implemented in the Netherlands and elsewhere concerning the gatherings of people, Digi Communications N.V. (the Company) recommends its shareholders not to attend the annual general meeting of shareholders (the “AGM”) in person. In order to cast their votes:

Class A shareholders: holders of registered class A shares (which for the purposes of the AGM includes holders of rights of usufruct and pledgees with voting rights in respect of those shares) are advised to send the notice of attendance indicating that they will not participate in person to the meeting and instead will grant a proxy either to (i) a third party or to (ii) Mrs. Andra Gunescu and to Mrs. Madalina Elena-Lungu, any of whom may individually and alternatively (and not collectively) execute the given proxy, in which case such proxy must include unequivocal voting instruction(s).

Class B shareholders: holders of class B shares (which for the purposes of the AGM includes holders of rights of usufruct and pledgees with voting rights in respect of those shares) are advised to either (i) send the notice of attendance indicating that they will not participate to the meeting in person or be represented by their own representative and thus grant a power of attorney to Mrs. Andra Gunescu who will be authorized to, on behalf of the relevant holder, with the right of substitution, to attend the AGM, to sign the attendance list, to speak and to cast a vote at that meeting on the voting items on the agenda in accordance with the voting instructions provided by the relevant holder; or (ii) give voting instructions via the Evo-platform of ING Bank N.V. (www.ing.evo-platform.com/digi).

For further details, please refer to the convening notice for the AGM, available on the Company’s website, at https://www.digi-communications.ro/en/see-file/Convocation-Notice-19.03.2020.pdf.The Company acknowledges that constraints caused by the COVID-19 outbreak, particularly the restrictions to the physical presence of shareholders at the AGM and thus to ask questions at the meeting. For this reason, shareholders who wish to submit questions regarding items on the AGM agenda, are encouraged to do so by e-mail to digi.gsm@digi-communications.ro until 12:00 pm CET on Monday, 27 April 2020, (13:00 pm in Romania).

The e-mail must include the name, surname, number of shares held by the shareholder on the record date for the AGM and the AGM agenda item to which the question relates.

SOURCE: EuropaWire

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Digi Communications N.V.: RCS & RDS S.A.’s senior secured notes admitted to trading on Euronext Dublin

BUCHAREST, Romania, 26-Mar-2020 — /EPR FINANCIAL NEWS/ — Digi Communications N.V. (The Company) would like to inform the market and its investors that on 25 March 2020, the Central Bank of Ireland has approved the prospectus for the admission to trading of the (i) €450.0 million 2.50% senior secured notes due 2025 (ISIN XS2107451069) and (ii) €400.0 million 3.25% senior secured notes due 2028, issued by RCS&RDS on 5 February 2020 (ISIN XS2107452620) (the “Notes”) and Irish Stock Exchange plc (trading as Euronext Dublin) has approved the admission to trading of the Notes on the regulated market operated by it. The Notes are thus listed on the Official List of the Irish Stock Exchange plc (trading as Euronext Dublin) and traded on its regulated market. The prospectus relating to the Notes will be made available on the website of the Company at https://www.digi-communications.ro/en/investor-relations/bonds/notes-2025-2028.

For further information in relation to the Offering and the Notes, please refer to the reports dated 27 January 2020, 30 January 2020 and 5 February 2020 each available at http://bvb.ro/FinancialInstruments/SelectedData/NewsItem/DIGI-Oferta-obligatiuni-RCS-RDS-in-val-de-800mil-EURO-si-ajustare-sit-fin-Q3-2019/8A562,
http://bvb.ro/FinancialInstruments/SelectedData/NewsItem/DIGI-Digi-anunta-suplimentarea-si-incheierea-ofertei-de-obligatiuni-de-catre-RCS-RDS/B3A8D and
https://www.digi-communications.ro/en/see-file/Project-Prime_-Closing-RNS_EN.pdf

This announcement is not an offer of securities for sale in the United States. The Notes may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act. Any securities mentioned herein have not been and will not be registered under the U.S. Securities Act, and no public offering will be made in the United States.

For details regarding the reports, please access the official website designated of Digi: www.digi-communications.ro (Investor Relations Section/Current Reports).

SOURCE: EuropaWire

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RCS&RDS successfully closed its €850.0 million senior secured notes offering due 2025 & 2028

BUCHAREST, Romania, 5-Feb-2020 — /EPR FINANCIAL NEWS/ — Digi Communications N.V. hereby reports successful closing of the offering of senior secured notes by RCS & RDS S.A., its Romanian subsidiary (“RCS&RDS”).

1. CLOSING OF THE OFFERING
The Company (Digi Communications N.V.) would like to inform the market and its investors that on 5 February 2020, RCS&RDS has successfully closed the offering (the “Offering”) of its (i) €450.0 million 2.50% senior secured notes due 2025 and (ii) €400.0 million 3.25% senior secured notes due 2028 (collectively, the “Notes”).

The Notes are expected to be listed on the Official List of the Irish Stock Exchange (trading as Euronext Dublin) and trading on its regulated market. The final offering memorandum dated 29 January 2020, together with the supplement dated 4 February 2020 will be made available on the Company’s website on or about today. A prospectus relating to the Notes will be made available on the website of the Company following its approval by the Central Bank of Ireland.

For further information in relation to the Offering and the Notes, please refer to the reports dated 27 January 2020 and 29 January 2020, each available at http://bvb.ro/FinancialInstruments/SelectedData/NewsItem/DIGI-Oferta-obligatiuni-RCS-RDS-in-val-de-800mil-EURO-si-ajustare-sit-fin-Q3-2019/8A562 and http://bvb.ro/FinancialInstruments/SelectedData/NewsItem/DIGI-Digi-anunta-suplimentarea-si-incheierea-ofertei-de-obligatiuni-de-catre-RCS-RDS/B3A8D.

2. CHANGE OF AGENT
The Company would like to inform the market and its investors that all Deutsche Bank entities that originally were expected to act in various agent capacities for the Offering were replaced with Citi Bank entities as follows:

  • Citibank, N.A., London Branch will act as the Principal Paying Agent and the Transfer Agent; and
  • Citigroup Global Markets Europe AG will act as the Registrar,

in each case as defined in the final offering memorandum relating to the Offering dated 29 January 2020.

3. SATISFACTION OF THE FINANCING CONDITION
With reference to the Notice of Conditional Full Redemption in relation to the Company’s €550,000,000 5.00% Senior Secured Notes due 2023 (the “2023 Notes”) dated 27 January 2020, the Company would like to inform the market and its investors that the Financing Condition (as defined in such notice) has been satisfied and the 2023 Notes will be redeemed in full on 6 February 2020.

This announcement is not an offer of securities for sale in the United States. The Notes may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act. Any securities mentioned herein have not been and will not be registered under the U.S. Securities Act, and no public offering will be made in the United States.

SOURCE: EuropaWire