FERN Group, UAB (hereinafter, the “Company”) hereby informs that it has signed an agreement (hereinafter, the “Agreement”) on settlement with holders of the bonds (ISIN LT0000409633, hereinafter, the “Bonds” and “Bondholders”) with closed-end private equity investment fund for professional investors INVL Baltic Sea Growth Fund (hereinafter, the “Guarantor”).
The Agreement has been signed as (i) in a repeat meeting of Bondholders which was held on 17 November 2025 (hereinafter, the “Meeting”) it was established, that taking into account that under item 7.15(vii) of the Terms of the Bonds, which are an integral part of the information document of the Company, dated 28 August 2024 (Chapter 7; hereinafter, the “Terms of the Bonds”), an event of default on the obligations related to the Bonds has occurred, the Meeting decided to demand that the Company and/or the Guarantor (if the Company is unable to fulfil its obligations in connection with the Bonds) immediately redeem the Bonds in accordance with item 7.15 of the Terms of the Bonds, and (ii) the trustee of the Bondholders made a relevant demand to the Company and the Guarantor.
In the Agreement the Guarantor inter alia undertook to fulfil the Company’s obligations to the Bondholders instead of the Company – at the redemption of the Bonds, to pay the amount of EUR 8,000,000 guaranteed by the Guarantor and the interest on the Bonds accrued to their redemption date, and on 15 December 2025 it undertook to pay the interest of EUR 180,000, accrued until 13 December (13 December is Saturday, thus, under the Terms of Bonds the interest is paid on the closest business day). After the Guarantor fulfils the Company's obligations to the Bondholders instead of the Company, the Guarantor shall have the right of recourse to claim a relevant amount from the Company.
The Agreement provides that the latest Bonds redemption date shall be 30 December 2025. In spite of that, the Guarantor intends to redeem them on 19 December 2025.
The Company also reminds to the Bondholders that according to the Terms of the Bonds, the Bonds record date is the 3rd business day prior to the relevant date of a Bonds related payment. Thus, the Bonds will be redeemed and related interest will be paid to those persons who are Bondholders on the 3rd business day before the Bonds redemption day.
Additional information can be obtained from the authorised person:
Chief Financial Officer
Ieva Poderienė