Further to the announcement made on 14 December 2020, Fugro N.V., hereinafter the “Company” or “Fugro”, announces the results of the invitation to repurchase EUR 80 million aggregate principal amount of its outstanding 4.00% subordinated bonds convertible into ordinary shares or certificates representing ordinary shares (the “Shares”) of Fugro due 26 October 2021 issued by the Company on 26 October 2016 (ISIN: XS1508771216) (the “Bonds” and each, a “Bond”) by way of a reverse bookbuilding process (the “Invitation”).

The Invitation was targeted at Bondholders that are not U.S. persons (within the meaning of Regulation S under the U.S. Securities Act of 1933, as amended) or persons located or resident in the United States of America (the “United States”) or persons acting for the account or benefit of such persons and who were willing to sell their Bonds to the Company (such Bondholders being the “Eligible Bondholders”).

The Invitation was made on the terms and subject to the conditions set out in the invitation term sheet prepared by the Company in connection with the Invitation (the “Invitation Term Sheet”) and which was made available to Eligible Bondholders, at their request, by BNP Paribas and HSBC who are acting as Joint Dealer Managers in respect of the Invitation (the “Dealer Managers”).

Following the bookbuilding process, the Company has decided to accept for repurchase EUR 80 million in aggregated principal amount of the Bonds (the “Repurchase Amount”) pursuant to the invitation. As the final aggregate principal amount of Bonds offered for sale exceeds the Repurchase Amount, each offer will be scaled back on a pro rata basis.

The purchase price for the Bonds validly offered for sale and accepted for purchase by the Company was fixed at EUR 100,000 per EUR 100,000 in principal amount of such Bonds (the “Repurchase Price”). In addition, the Company will pay, in respect of Bonds accepted for purchase, a cash amount representing interest accrued but unpaid on the Bonds from, and including, 26 October 2020 (being the last interest payment date for the Bonds prior to the Invitation) to, but excluding, the Settlement Date (as defined below).

The settlement of any Bonds repurchased by the Company in connection with the Invitation is expected to take place on or around 18 December 2020 (the “Settlement Date”). The Bonds repurchased by the Company will be cancelled in accordance with their terms and conditions.


Following the settlement of the repurchase on the Settlement Date, the aggregate principal amount of Bonds outstanding will be EUR 58.9 million.


201215 Fugro press release - Fugro announces the results of the repurchase of EUR 80 million aggregate principal amount of its subordinated convertible bonds due 2021.pdf
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