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AG Growth International - New Convertible Debenture

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AG Growth International (AFN) is issuing $75M - 4.5% Convertible Unsecured Subordinated Debentures maturing Dec-31-2022. The conversion price is $88.15 compared to the current share price of $53.30 representing at 65% conversion premium.

The Debentures will not be redeemable before December 31, 2020 (First Call Date). From Dec-31-2020 to Dec-31-2021 they will be redeemable at the Company's option at par plus accrued and unpaid interest, provided that the volume weighted average trading price of the Shares during the 20 consecutive trading days ending on the fifth trading day preceding the date on which notice of redemption is given is not less than 125% of the Conversion Price. On and after Dec-31-2021(Hard Call Date), the Debentures will be redeemable at the Company's option at any time at par plus accrued and unpaid interest. The Company shall provide not more than 60 nor less than 30 days' prior notice of redemption.

The net proceeds of the Offering will be used to redeem Ag Growth's outstanding 5.25% Convertible Unsecured Subordinated Debentures due Dec-31-2018.(AFN.DB.B).

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