Reference is made to Fortaco Group Holdco Oyj (formerly known as OEP Finnish Bidco Oy) (the “Issuer“) and the EUR 75,000,000 senior secured callable floating rate bonds 2022/2027 with ISIN NO0012547274 issued by the Issuer (the “Bonds“), governed by the terms and conditions for the Bonds originally dated 19 July 2022 as amended on 26 April 2023 (the “Terms and Conditions“). Any term not defined herein shall have the same meaning as in the Terms and Conditions.
The Issuer has today received approval by the Agent of a waiver request in respect of Clause 13.3(a)(ii) of the Terms and Conditions. Pursuant to that provision, the Issuer shall ensure that any Subsequent Bonds are listed on Nasdaq Helsinki (or if such admission to trading is not possible to obtain or maintain, or if the Issuer determines in its reasonable discretion that a different Regulated Market should be preferred, on another Regulated Market) within 60 days after the issuance of such Subsequent Bonds and with an intention to complete such listing within 30 days after the issuance of such Subsequent Bonds (unless the Subsequent Bonds are issued before the date falling twelve months after the First Issue Date in which case such Subsequent Bonds shall be listed within twelve months after the First Issue Date).
The abovementioned provision of the Terms and Conditions consequently requires the Issuer to admit Subsequent Bonds to trading on a Regulated Market no later than 22 July 2023 if the Subsequent Bonds are issued prior to 22 July 2023. Should the Subsequent Bonds contemplated to be issued in the contemplated subsequent issuance of Bonds as communicated separately on the date hereof (“Contemplated Subsequent Bonds“) be issued in close connection with, but prior to, 22 July 2023, this will give the Issuer very limited time to complete the listing application (including obtaining mandatory approval of the listing prospectus from the Finnish Financial Supervisory Authority).
Since it is deemed not to be detrimental to the Bondholders, the Agent has today consented that, if there will be an issuance of the Contemplated Subsequent Bonds, the Contemplated Subsequent Bonds may be admitted to trading within the regular 60 days after the issue date (with an intention to complete such listing within 30 days).
For further information, please contact:
Kimmo Raunio, Senior Executive Vice President & CFO of Fortaco Group
+358 40 593 6854, kimmo.raunio@fortacogroup.com
