Eleving Group has announced a public exchange offer for holders of its outstanding 2023/2028 bonds (ISIN DE000A3LL7M4), inviting them to swap their existing bonds for newly issued senior secured 2026/2032 bonds (ISIN XS3517354141). The new bonds, totaling EUR 200 million, carry a fixed interest rate of 9% per annum, with EUR 25 million reserved for the exchange offer. Concurrently, Eleving Group has issued a conditional notice of early voluntary redemption for any existing 2023/2028 bonds not exchanged, with redemption expected on or around 02 November 2026, subject to conditions. This move is significant as it allows Eleving Group to extend its debt maturity profile and potentially reduce refinancing risk, while offering bondholders an opportunity to secure a higher yield and longer-term investment.
The exchange offer period runs from 6 October 2026 to 20 October 2026, during which holders can submit exchange instructions through their custodian banks. The exchange ratio is 1:1, meaning EUR 100 nominal of existing bonds will be exchanged for EUR 100 nominal of new bonds, subject to final allocation. Accrued interest on the existing bonds up to the settlement date, expected around 26 October 2026, will be paid in cash. Non-exchanged bonds are expected to be redeemed at 101% on or around 02 November 2026. The new bonds will have a six-year maturity, a nominal value of EUR 100, and a fixed coupon of 9% per annum, with interest payable quarterly. They 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 implications of this announcement are multifaceted. For Eleving Group, it represents a strategic refinancing that could lower its cost of debt and align maturities with its business plans. The company, which operates in 18 countries and serves over 2.2 million users, may benefit from improved financial flexibility. For bondholders, the offer provides a choice: exchange into new bonds with a 9% coupon and extended maturity, or have their existing bonds redeemed at 101%. The 9% coupon is notably attractive in the current interest rate environment, potentially compensating for the longer maturity and subordinated risk. However, the limited exchange amount of EUR 25 million means that not all existing bondholders may be able to participate fully, leading to pro-rata allocation.
Investors and analysts can access detailed documents, including the Eleving Group Bond Issue and Exchange Offer Prospectus, the Eleving Group Bond Terms and Conditions, and the Eleving Group Exchange Offer Invitation. Additionally, an Eleving Group Addendum Exchange Offer Invitation and an Eleving Group Early Redemption Notice have been published. Summaries of the prospectus are available in multiple languages, such as Summary of the Prospectus (LV) and Summary of the Prospectus (LT).
Eleving Group will host an investor call on 14 October 2026 to discuss the exchange offer, with registration available here. The success of this exchange offer will depend on bondholder participation and market conditions, but it underscores Eleving Group's proactive approach to managing its capital structure. As a publicly listed fintech with shares on Nasdaq Baltic and Frankfurt Stock Exchange, the company's ability to refinance on favorable terms could bolster investor confidence and support its growth trajectory in vehicle, smartphone, and consumer financing.
