Energy Absolute Public Company Limited (SET: EA) held its Debentureholders’ Meeting No. 2/2025 to discuss and vote on several critical proposals concerning its debentures. The meeting, held as a hybrid event at Next Point Public Company Limited Office Building, involved 14 tranches of debentures issued between 2019 and 2023.
The meeting proceeded for five debentureholder groups where a quorum was constituted. For the remaining two groups, a quorum could not be constituted, and their meeting has been adjourned.
Debenture Groups Where Quorum Was NOT Constituted
The matters on the agenda were not considered or voted upon for these groups. An adjourned meeting for these groups has been scheduled for 7 July 2025 at 14:00 hrs.
- Debenture EA260A (only one debentureholder as of the book closing date)
- Green Debentures EA269A and EA289A
Debenture Groups Where Quorum WAS Constituted
(Resolutions for These Groups):
Agenda 1: Waiver for Collective Vote Counting and Amendments to Terms & Conditions
This agenda sought approval to allow votes on Agendas 2 to 4 to be counted collectively across all tranches (that met quorum) and to amend the Terms and Conditions (T&C) accordingly.
- Debenture EA257A Group: Disapproved
- Debenture EA259A, EA279A, EA299A, and EA329A Group: Disapproved
- Debenture EA261A, EA281A, EA301A, and EA331A Group: Disapproved
- Debenture EA297A Group: Disapproved
- Debenture EA298A Group: Disapproved
Agenda 2: Waiver of Non-Closure of Register Book and Short Notice Period
This agenda proposed waiving the requirement for closure of the debentureholders’ register book and the 7-day advance notice period—clarifying that these actions would not be deemed a breach of the T&C.
- Debenture EA257A Group: Approved
- Debenture EA259A, EA279A, EA299A, and EA329A Group: Approved
- Debenture EA261A, EA281A, EA301A, and EA331A Group: Approved
- Debenture EA297A Group: Approved
- Debenture EA298A Group: Approved
Agenda 3: Extension of Maturity, Call Option, Interest Rate Adjustment, and Partial Repayment
This agenda proposed:
- Extending the maturity by 7 additional years
- Granting a call option to the Issuer for early redemption
- Increasing the interest rate by 0.50% per annum during the extended period
- Allowing partial repayment of the principal
- Amending the T&C accordingly
This resolution required at least 75% approval to pass.
- Debenture EA257A: Approved
- Debenture EA259A: Approved
- Debenture EA279A: Disapproved (approval below 75% threshold)
- Debenture EA299A: Disapproved (approval below 75% threshold)
- Debenture EA329A: Disapproved (approval below 75% threshold)
- Debenture EA261A: Approved
- Debenture EA281A: Disapproved (approval below 75% threshold)
- Debenture EA301A: Disapproved (approval below 75% threshold)
- Debenture EA331A: Disapproved (approval below 75% threshold)
- Debenture EA297A: Disapproved (approval below 75% threshold)
- Debenture EA298A: Disapproved (approval below 75% threshold)
Agenda 4: Waiver for Debt Restructuring Not to Constitute an Event of Default
This agenda sought a waiver to prevent the proposed restructuring terms under Agenda 3—and any related actions taken before September 2025—from being considered an event of default under Clause 11.1(j) of the debenture T&C.
- Debenture EA257A Group: Disapproved
- Debenture EA259A, EA279A, EA299A, and EA329A Group: Approved
- Debenture EA261A, EA281A, EA301A, and EA331A Group: Approved
