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RNS - Intrum invites noteholders to claim their exchange entitlements and to participate in the rights offering for new money notes as part of its Recapitalisation Transaction

Company: Intrum Date: 2025-06-09 Language: English Register to download
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# **INTRUM INVITES NOTEHOLDERS TO CLAIM THEIR EXCHANGE ENTITLEMENTS AND TO PARTICIPATE IN THE RIGHTS OFFERING FOR NEW MONEY NOTES AS PART OF ITS RECAPITALISATION TRANSACTION**

**Notice to holders of senior unsecured notes issued by Intrum AB (publ) with identifiers ("ISIN"): XS2211136168 / XS2211137059; XS2034925375 / XS2034928122; XS2052216111 / XS2052216202; XS2566292160 / XS2566291865; and XS2093168115; and medium-term notes issued by Intrum AB (publ) with identifiers: SE0013105533; SE0013105525; SE0013104080; and SE0013360435 (the "Notes" and holders of the Notes, the "Noteholders")**

Unless given a different meaning in this press release, terms defined in the press releases from July 2024 to May 2025 have the same meaning when used herein.

As one of the final steps in the implementation of its Recapitalisation Transaction, Intrum is pleased to invite each Noteholder to:

(i) claim its Exchange Note and Noteholder Ordinary Share entitlements; and

(ii) (at each Noteholder's option) participate in the rights offering to subscribe for up to its *pro rata* share of New Money Notes, or to appoint a nominee to participate (subject to subscriber eligibility),

in each case in accordance with Intrum's Chapter 11 Plan and Swedish Reorganisation Plan.

It is strongly recommended that Noteholders claim their entitlements in accordance with the below instructions by **the specified deadline**. Exchange Note and Noteholder Ordinary Share entitlements that are not claimed by Noteholders will be delivered to the designated holding period trustee, and Noteholders will need to take additional steps to retrieve such entitlements. [1]

Closing of the Recapitalisation Transaction is expected to occur by mid-July. On the closing date (i) the Exchange Notes and New Money Notes will be issued, (ii) the Noteholder Ordinary Shares will be distributed and (iii) the existing Notes will be cancelled. The Company currently expects that pending regulatory approvals required to complete the hive-down will be received prior to the closing date.

# **Instructions for Noteholders**

Noteholders that wish to claim their Exchange Note and Noteholder Ordinary Share entitlements are strongly encouraged to do so by following the instructions set out in and completing the Holder Registration Form, which is available on the Information Agent's dedicated portal accessible here – **https://deals.is.kroll.com/intrum**.

Noteholders are also invited to subscribe for the New Money Notes (subject to subscriber eligibility) by following the instructions set out in and completing the Holder Subscription Form, which is available on the Information Agent's dedicated portal accessible here –**https://deals.is. kroll.com/intrum**. Eligibility requirements are set out in the 'Rights Offering Procedures', which is also available on the Information Agent's dedicated portal.

As further described in the Holder Registration Form and Rights Offering Procedures, the relevant deadlines for Noteholders are as follows:

# **5 p.m. CEST on 20 June 2025 – Subscription Instruction Deadline / Noteholder Record Date / Custody Instructions Deadline**

Deadline for Noteholders to submit their forms to claim their Exchange Note & Noteholder Ordinary Share entitlements and subscribe for the New Money Notes.

The steps to be completed are as follows:

- i. Holder Registration Form to be submitted,
- ii. Holder Subscription Form (and documents noted therein) to be submitted (in case of participation in the New Money Notes only), and
- iii. electronic instructions to block Notes (including UIR generated upon submission of the Holder Registration Form / Holder Subscription Form, as applicable) to be sent, or in the case of MTNs held through Euroclear Sweden, UIR to be delivered to the directly registered owners (Sw. *direktregistrerade ägare*) of the MTNs.

**Important Note:** entitlements to Exchange Notes, Noteholder Ordinary Shares and New Money Notes will be calculated by reference to the Noteholder Record Date.

#### **30 June 2025 – Initial Funding Letters Date**

If a Noteholder (or appointed nominee) has elected to subscribe for up to its pro rata entitlement to New Money Notes, it will receive an Initial Funding Letter from the Information Agent on this date which will state its allocation of New Money Notes and funding details for the purchase price of the New Money Notes.

The Initial Funding Letters sent to Backstop Providers will also set out their allocation of backstopped New Money Notes and funding details in respect of the same.

# **1 p.m. CEST on 3 July 2025 – Subscription Payment Deadline**

Deadline for subscribers of the New Money Notes to fund the purchase price of the New Money Notes in accordance with their Initial Funding Letter.

# **1 p.m. CEST on 4 July 2025 – Supplemental Funding Letters Date**

If required (e.g. if a subscriber fails to fund by the Subscription Payment Deadline), each Backstop Provider of the New Money Notes will receive a Supplemental Funding Letter from the Information Agent on this date which will state its revised allocation of New Money Notes and funding details for the purchase price of its additional allocation of New Money Notes.

# **1 p.m. CEST on 8 July 2025 – Backstop Funding Deadline**

If required, deadline for Backstop Providers of the New Money Notes to fund (directly or indirectly through one or more of their nominees) the revised purchase price of the New Money Notes in accordance with their Supplemental Funding Letter.

# **10 July 2025** – **Anticipated Restructuring Effective Date / Closing Date**

The Company reminds all Backstop Providers that they are contractually committed to subscribe (directly or indirectly through one or more of their nominees) for the New Money Notes.

# **Important Note: The above noted deadlines may be amended or extended at any time by the Company in consultation with the Majority Backstop Providers.**

For any questions on how to fill out the Holder Registration Form or Holder Subscription Form, please contact the Information Agent – Kroll Issuer Services Limited at **[intrum@is.kroll.com](mailto:intrum@is.kroll.com)** or via **<https://deals.is.kroll.com/intrum>**. If you experience any issues in accessing the website, please contact the Information Agent at the email address below.

# **Further information**

For further information on the Recapitalisation Transaction, please contact Houlihan Lokey, who act as financial advisers to Intrum, at the email address below.

# **Contact details:**

Kroll Issuer Services Limited (as Information Agent): **[intrum@is.kroll.com](mailto:intrum@is.kroll.com)** Houlihan Lokey (as advisers to Intrum): **[intrum@hl.com](mailto:intrum@hl.com)**

### **Media Inquiries:**

Brunswick Group (as advisers to Intrum):

Oscar Karlsson, Partner Magnus Rydin Lemoine, Director +46 (8) 410 32 180

Simone Selzer, Partner Freya Semken, Director +44 (0) 20 7404 5959 **[intrum@brunswickgroup.com](mailto:intrum@brunswickgroup.com)**

### *DISCLAIMERS*

*This press release does not constitute an offer to sell or the solicitation of an offer to buy the Exchange Notes or New Money Notes or any other security and shall not constitute an offer, solicitation or sale in the United States or in any jurisdiction in which, or to any persons to whom, such offering, solicitation or sale would be unlawful.*

*The Exchange Notes and New Money Notes will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") or the securities laws of any state or other jurisdiction of the United States. The Exchange Notes, and the New Money Notes offered pursuant to the Rights Offering (as defined in the Rights Offering Procedures) (excluding any Backstopped Notes (as defined in the Rights Offering Procedures)), will be distributed and issued without registration under the Securities Act in reliance upon the exemption provided in Section 1145 of the Bankruptcy Code. The Backstopped Notes will be issued (i) in the United States only to institutional "accredited investors" (as defined in Rule 501(a)(1), (2), (3), or (7) under the Securities Act) or "qualified institutional buyers" (within the meaning of Rule 144A of the Securities Act) and (ii) to non-U.S. persons outside the United States in accordance with Regulation S under the Securities Act.*

*Any offer of Exchange Notes and New Money Notes within any member state of the European Economic Area (the "EEA") or in the United Kingdom (each a "Relevant State") will be made pursuant to an exemption under Regulation (EU) 2017/1129 (the "EU Prospectus Regulation") and Regulation (EU) 2017/1129 as it forms part of United Kingdom domestic law by virtue of the European Union (Withdrawal) Act 2018 (the "EUWA") (the "UK Prospectus Regulation") and the Financial Services and Markets Act 2000 ("FSMA") (as applicable) from the requirement to publish a prospectus for the offer of transferable securities to the public. In relation to each* 

*Relevant State, no offer of the Exchange Notes or New Money Notes may be made to the public at any time other than pursuant to an exemption under the EU Prospectus Regulation, the UK Prospectus Regulation and/or FSMA (as applicable). This press release is not a prospectus for the purposes of the EU Prospectus Regulation or the UK Prospectus Regulation or any implementing legislation or rules relating thereto.*

*Promotion of the Exchange Notes and New Money Notes in the United Kingdom is restricted by the FSMA, and, accordingly, the Exchange Notes and New Money Notes are not being promoted to the general public in the United Kingdom. This press release is only addressed to and directed at persons who (i) have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Financial Promotion Order"), (ii) are persons falling within Article 49(2)(a) to (d) (high net worth companies, unincorporated associations, etc.) of the Financial Promotion Order, (iii) are outside the United Kingdom or (iv) are persons to whom an invitation or inducement to engage in investment activity within the meaning of section 21 of the FSMA in connection with the issue or sale of any securities may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as "Relevant Persons"). The Exchange Notes and New Money Notes will only be available to Relevant Persons and this press release must not be acted on or relied on by anyone who is not a Relevant Person.*

*This press release was prepared solely for information purposes and should not be construed as a solicitation or an offer to buy or sell securities or related financial instruments. Likewise, it does not provide and should not be treated as providing investment advice. It has no connection with the specific investment objectives, financial situation or needs of any receiver. No representation or warranty, either express or implied, is provided in relation to the accuracy, completeness or reliability of the information contained herein. Recipients should not consider it as a substitute for the exercise of their own judgement. All the opinions expressed herein are subject to change without notice.*

*No representation, warranty or undertaking, express or implied, is made as to, and no reliance should be placed on, the fairness, accuracy, completeness or correctness of the information or the opinions contained in this press release. Neither the Group nor any of its advisors or representatives shall have any liability whatsoever (in negligence or otherwise) for any loss howsoever arising from any use of this press release or its contents.*

*This press release may include forward-looking statements. These forward-looking statements can be identified by the use of forward-looking terminology, including the terms as "believe", "expect", "anticipate", "may", "assume", "plan", "intend", "will", "should", "estimate", "risk" and or, in each case, their negative, or other variations or comparable terminology. These forwardlooking statements include all matters that are not historical facts and include statements regarding the Group's intentions, beliefs or current expectations concerning, among other things, the Group's plans, objectives, assumptions, expectations, prospects and beliefs and statements regarding other future events or prospects. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or* 

*may not occur in the future. These forward-looking statements reflect the Group's current expectations, intentions or forecasts of future events, which are based on the information currently available and on assumptions made by the Group.*

*The forward-looking statements and information contained in this announcement are made as of the date hereof and the Group is under no obligation to update publicly or revise any forwardlooking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable laws. All subsequent written or oral forward-looking statements attributable to the Group, or persons acting on the Group's behalf, included in but not limited to press releases, reports and other communications, are expressly qualified in their entirety by the cautionary statements contained throughout this press release.*

[1] Note: Subject to limited exceptions – please refer to the Holder Registration Form for further details.

### **About Intrum**

Intrum is the industry-leading provider of Credit Management Services with a presence in 20 markets in Europe. By helping companies to get paid and supporting people with their late payments, Intrum leads the way to a sound economy and plays a critical role in society at large. Intrum has circa 9,500 dedicated professionals who serve around 70,000 companies across Europe. In 2024, income amounted to SEK 18.0 billion. Intrum is headquartered in Stockholm, Sweden and publicly listed on the Nasdaq Stockholm exchange. For more information, please visit **[www.intrum.com](http://www.intrum.com)**.