Eleving Group has announced a public exchange offer for its outstanding 2023/2028 bonds (ISIN DE000A3LL7M4), inviting holders to swap into newly issued 2026/2032 senior secured bonds (ISIN XS3517354141) with a six-year maturity. The new bonds, totaling EUR 200 million, carry a fixed interest rate of 9% per annum, with up to EUR 25 million reserved for existing bondholders through the exchange. Simultaneously, the company has published a conditional notice of early voluntary redemption for any 2023/2028 bonds not exchanged, expected to be redeemed at 101% on or around 2 November 2026, subject to conditions.
The exchange offer period runs from 6 October 2026 to 20 October 2026, giving holders a narrow window to decide. Because the reserved amount is limited to EUR 25 million, final allocation will be determined after the period ends, and settlement is expected on or around 26 October 2026. Each new bond has a nominal value of EUR 100 and pays a 9% fixed coupon quarterly. The exchange ratio is 1:1, meaning EUR 100 nominal of existing bonds for EUR 100 nominal of new bonds, subject to allocation. Accrued and unpaid interest on the existing bonds up to the settlement date will be paid in cash.
For bondholders, the decision is significant. Those who exchange receive a longer-dated security with a higher coupon than the existing bonds, potentially locking in attractive yields in a volatile rate environment. However, they also take on extended maturity risk and the credit profile of Eleving Group over six years. Those who do not exchange will have their bonds redeemed early at 101%, providing a modest premium but ending their investment sooner. The conditional redemption notice means that non-exchanged bonds will not remain outstanding indefinitely; holders who take no action will receive the redemption price, subject to the conditions set out in the notice.
The new bonds are expected to be admitted to trading on the Regulated Market of the Frankfurt Stock Exchange (General Standard) and the Baltic Regulated Market of Nasdaq Riga on or around 20 October 2026. The securities prospectus has been approved by the Commission de Surveillance du Secteur Financier (CSSF) in Luxembourg and is available on the company’s website at www.eleving.com. Detailed documents, including the Eleving Group Bond Issue and Exchange Offer Prospectus and the Eleving Group Bond Terms and Conditions, are accessible. The Eleving Group Exchange Offer Invitation and its Eleving Group Addendum Exchange Offer Invitation provide further details, along with the Eleving Group Early Redemption Notice.
Holders of the existing bonds will receive instructions through their custodian banks, and once exchange instructions are submitted, the bonds will be blocked from trading. Bonds without instructions remain freely tradable. Eleving Group will host an investor call on 14 October 2026, with registration available here. The offer reflects Eleving Group’s proactive debt management and provides investors with a clear choice between a higher-yielding longer-term investment and an early exit.
