Eleving Group, a publicly listed international financial technology company, has announced the launch of a public exchange offer for holders of its existing 2023/2028 bonds (ISIN DE000A3LL7M4). The offer, announced on October 6, 2026, invites bondholders to exchange their existing bonds for newly issued senior secured 2026/2032 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 available for exchange. Concurrently, Eleving Group has published a conditional notice of early voluntary redemption for any existing 2023/2028 bonds not exchanged, subject to conditions, with redemption expected on or around November 2, 2026.
The exchange offer period runs from October 6 to October 20, 2026, at 14:00 EEST / 13:00 CEST. Holders may offer their existing bonds for exchange, but due to the EUR 25 million limit, final allocation will be determined after the period ends. Settlement is expected on or around October 26, 2026. Each new bond has a nominal value of EUR 100, a six-year maturity, and a fixed coupon of 9% per annum, payable quarterly. 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 allocation. Accrued and unpaid interest on existing bonds up to, but excluding, the settlement date will be paid in cash. Existing bonds not exchanged are expected to be redeemed at 101% on or around November 2, 2026, per the conditional notice.
Holders will receive detailed instructions through their custodian banks. Upon submission of exchange instructions, existing bonds will be blocked from trading; those without instructions remain freely tradable. 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 October 20, 2026. The securities prospectus, approved by the Commission de Surveillance du Secteur Financier (CSSF) in Luxembourg, is available on the company’s website at www.eleving.com. Key documents include the Eleving Group Bond Issue and Exchange Offer Prospectus, the Eleving Group Bond Terms and Conditions, the Eleving Group Exchange Offer Invitation, the Eleving Group Addendum Exchange Offer Invitation, and the Eleving Group Early Redemption Notice. Summaries of the prospectus are available in multiple languages: Summary of the Prospectus (LV), Summary of the Prospectus (LT), Summary of the Prospectus (EE), and Summary of the Prospectus (DE).
Eleving Group will host an investor call on October 14, 2026, at 14:00 CEST, featuring CEO Modestas Sudnius and CFO Māris Kreics, who will discuss the bond exchange offer and recent business results. Registration is available here. This exchange offer and conditional redemption are significant for bondholders, as they provide an opportunity to transition to new bonds with a higher coupon and extended maturity, while non-participating bonds will be redeemed early at 101%. The move reflects Eleving Group’s proactive debt management and could impact its capital structure and investor relations. The original release is available on www.newmediawire.com.
