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Published: 2025-11-07 07:00:00 CET
FERN - Inside information

FERN Group - Notification on Material Event

As FERN Group, UAB (hereinafter, the “Company”) informed by its notification of 10 October 2025, the Company’s subsidiaries – UAB “FERN EPC” and UAB “MONTUOTOJAS” – are to be considered insolvent.

 

Regarding insolvency processes

The Company hereby informs that on 5 November 2025 meetings of creditors of UAB “MONTUOTOJAS” and UAB “FERN EPC” took place for getting their approval for the out-of-court performance of the bankruptcy processes of these companies. However, as there are legal proceedings started by creditors of these companies in court, the statutory condition that there must be no legal proceedings with property claims pending in court was not met on the date of the creditors’ meetings. Therefore, the creditor’s meetings could not adopt decisions on the out-of-court performance of the bankruptcy processes.

Taking that into account, the managements of UAB “MONTUOTOJAS” and UAB “FERN EPC” adopted decisions to start bankruptcy processes in court and will soon approach the court for their initiation.

As indicated in the notification of 10 October 2025, the management of UAB “FERN PRODUCTION” thought it possible to overcome financial difficulties by continuing activities and reorganising them by way of restructuring. However, after initial consultations with stakeholders about further performance of projects of this company, it was concluded that activities of UAB “FERN PRODUCTION” may soon also become non-viable, therefore, the management decided to start a bankruptcy process in court and the court will soon be approached for initiation of this process.

Meanwhile, the management of the Company, taking into account the above-indicated recent developments, continues with detailed assessment of the possibilities of its insolvency (possible restructuring or bankruptcy) process, seeking the best possible outcome in the interests of the Company, its employees, creditors, clients and other stakeholders.

As announced earlier, it is sought that the Company's subsidiary “Ardynas” would continue to operate as usual.

Taking into account the complexity of the processes and questions that stakeholders may have, the Company, seeking to ensure accessibility of relevant information, also hereby presents a summary of the most frequently asked questions and answers (Enclosure No. 1).

 

Regarding settlement with the Company’s bondholders

The Company also informs that, in spite of the above-mentioned circumstances, the rights and interests of holders of the bonds issued by the Company (ISIN LT0000409633, hereinafter, the “Bonds”) are protected and they will recover the amounts they have invested and other amounts due to them as established in 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”).

On 6 November 2025, the Company received a letter from Closed-End Private Equity Investment Fund for Professional Investors INVL Baltic Sea Growth Fund (the “Fund”), which has provided a Bond guarantee, by which the Company was informed that in case Bondholders take the relevant decisions in the Bondholders’ meeting to be held on 7 November 2025 (or its repeat meeting if the first meeting does not take place due to a lack of quorum), then on the Bonds redemption date the Fund will pay the Bondholders the guaranteed amount of EUR 8,000,000, as well as interest on the Bonds accrued till the redemption date.

Accounts with the Bondholders will be settled by the end of 2025.

 

Additional information can be obtained from the authorised person:

Chief Financial Officer

Ieva Poderienė

 

Frequently asked questions and answers ENG.pdf