DGAP-News

Ferratum Oyj: Ferratum Oyj considers issuance of subordinated perpetual capital notes and announces tender offer regarding outstanding senior unsecured floating rate bonds

DGAP-News: Ferratum Oyj / Key word(s): Bond Ferratum Oyj: Ferratum Oyj considers issuance of subordinated perpetual capital notes and announces tender offer regarding outstanding senior unsecured floating rate bonds 10.06.2021 / 08:15 The issuer is solely responsible for the content of this announcement. Ferratum Oyj considers issuance of subordinated perpetual capital notes and announces tender offer regarding outstanding senior unsecured floating rate bonds

Helsinki, 10 June 2021 - Ferratum Oyj (ISIN: FI4000106299, WKN: A1W9NS) (the "Issuer") announces that Pareto Securities AB has been mandated to arrange a series of fixed income investor meetings commencing on Thursday, 11 June 2021 to investigate the possibility of issuing new EUR denominated subordinated perpetual capital notes (the "Hybrid Bonds") in an amount of up to EUR 50,000,000. Subject to inter alia market conditions, a transaction may follow. Proceeds from the contemplated Hybrid Bonds will be used for general corporate purposes and, subject to the Tender Offer (below), repurchase of existing bonds.

The Issuer announced on 29 October 2020 that as part of investigating the possibilities to convert Ferratum into a European Company, Societas Europaea (SE), the investigation will also cover an analysis on possibilities to subsequently relocate the Issuer's headquarters to another EEA jurisdiction in accordance with the Finnish Act on European Company (742/2004) and the Council Regulation N:o 2157/2001 on the Statute for a European company (SE). The Terms and Conditions of the Hybrid Bonds now to be issued include provisions that entitle the Issuer to relocate the headquarters from Finland to Germany without consent from the bondholders ('Permitted Relocation Event'). No decisions upon initiation of any relocation process have been made, however.

Fitch Ratings has affirmed Ferratum Oyj's Long-Term Issuer Default Rating (IDR) at 'B+' with a Negative Outlook and the long-term rating of the senior unsecured notes issued by Ferratum Capital Germany GmbH at 'B+'/RR4 on 10 June 2021. The contemplated Hybrid Bonds are expected to receive a 'B- (EXP)'/RR6 credit rating.

In connection with the issue of the Hybrid Bonds, the Issuer's subsidiary Ferratum Capital Germany GmbH ("Ferratum Capital") is offering holders of Ferratum Capital's outstanding senior unsecured floating rate bonds maturing on 25 May 2022 with ISIN SE0011167972 (the "2022 Bonds") and on 24 April 2023 with ISIN SE0012453835 (the "2023 Bonds"), who are subscribing for Hybrid Bonds to tender any of their 2022 Bonds or 2023 Bonds, subject to a total transaction cap of EUR 50,000,000, which may be increased or decreased at the option of Ferratum Capital (the "Tender Offer"). The purchase price in the Tender Offer will be 101.50% of the nominal amount for the 2022 Bonds and 102.00% of the nominal amount for the 2023 Bonds. The full terms and conditions of the Tender Offer can be found in the tender information document which will be made available on the Issuer's website.