Prime
Road Power Public Company Limited (PRIME), the issuer of PRIME253B, PRIME253A, PRIME25DA and PRIME25DB
bond series, will hold the Bondholders’ Meeting No. 2/2025 electronically
on 22 August 2025 at 14.00 hours. The matters for consideration are as follows:
For PRIME253B and PRIME253A bond series:
(1)
Approving actions related to both bond series with
details as follows:
- exemption from an event of default under the terms and conditions
for the company’s inability to repay the principals and interest of PRIME253B and PRIME253A bond series on 31 July 2025;
- cancellation of the call default prescribed in the
bondholders’ representative letters dated 1 August 2025, as well as all related
actions taken by the bondholders’ representatives regarding the event of
default;
- exemption from an event of default under the terms and
conditions for the company’s failure to repay the principals and interest of
PRIME253B and PRIME253A bond series on 31 July 2025, which
constitutes a default in payment of any debt in a total amount exceeding 300
million baht;
-
exemption from an
event of default under the terms and conditions for the company’s failure to
repay the principals and interest of PRIME253B and PRIME253A
bond series on 31 July 2025 and/or the company’s proposal to the Bondholders’
Meeting No. 2/2025 to revise repayment terms and/or the company’s negotiations
with financial institutions or other creditors for debt restructuring within
one year from the date of the Bondholders’ Meeting No. 2/2025 (if applicable), with the outstanding debt value exceeding 300 million baht.
(2) Rescheduling partial
principal repayment of not less than 30 percent of the par value per unit as of
the bond issue date, from the original due date of 31 July 2025 to 28 November
2025;
(3) Extending the maturity
periods for redemption of both bond series as follows:
- For
PRIME253B series, the maturity period to be extended for eight months and 20
days from the original due date;
- For PRIME253A series, the maturity period
to be extended for eight months and 18 days from the original due date.
(4) Approving an increase in the
interest rate of 0.50 percent per year, from the original rate of each series,
effective from 31 July 2025 throughout the extended maturity period;
(5) Providing
additional collateral for the bond repayment (to be specified later), subject
to approval, of all four bond series meetings on all the matters proposed by
the company at the Bondholders’ Meeting No. 2/2025, by registering a mortgage
over the land under the Utilization Certificate (Nor Sor 3) located in Bo Phloi
District, Kanchanaburi Province, in favor of the bondholders’ representatives.
In the event that the
bondholders’ meeting does not approve Item (1), the company will not propose
Items (2)–(5) for consideration and approval.
For PRIME25DA
and PRIME25DB series:
(1) Approving actions related to
both bond series with details as follows:
- exemption
from an event of default under the terms and conditions for the company’s inability
to repay the principals and interest of PRIME253B and PRIME253A
bond series on 31 July 2025, which constitutes a default in payment of any debt
in a total amount exceeding 300 million baht;
- exemption from an event
of default under the terms and conditions for the company’s inability to repay
the principals and interest of PRIME253B and PRIME253A
bond series on 31 July 2025 and/or the company’s proposal to the Bondholders’
Meeting No. 2/2025 to revise repayment terms and/or the company’s negotiations
with financial institutions or other creditors for debt restructuring within
one year from the date of the Bondholders’ Meeting No. 2/2025 (if applicable), with the outstanding debt value exceeding 300 million baht.
(2) Providing
additional collateral for the bond repayment (to be specified later), subject
to approval of all four bond series meetings on all the matters proposed by the
company at the Bondholders’ Meeting No. 2/2025, by registering a mortgage over
the land under the Utilization Certificate (Nor Sor 3) located in Bo Phloi
District, Kanchanaburi Province, in favor of the bondholders’ representatives.
In the event that the
bondholders’ meeting does not approve Item (1), the company will not propose
Item (2) for consideration and approval.
The SEC requires that the bondholders’ representatives analyze the benefits and
shortcomings as well as the potential impacts on the bondholders both in cases
of approval and decline of approval for the above matters with respective
supporting reasons and the opinions of the bondholders’ representatives. The
bondholders are, therefore, encouraged to thoroughly review the information and
exercise their rights to protect their own interests. They should also make
necessary inquiries to the bondholders’ representatives to obtain comprehensive
information before making a voting decision at the bondholders’ e-meeting.
Remark:
- Bluebell Securities Co., Ltd. serves as the bondholders’ representative for
the PRIME253B bond due on 8 March 2026 and the PRIME25DB bond due on 8 December
2026.
- Globlex
Securities Co., Ltd. serves as the bondholders’ representative for PRIME253A bond
due on 10 March 2026.
- Asia
Plus Securities Co., Ltd. serves as the bondholders’ representative for
PRIME25DA bond due on 2 December 2026.