FUNC FOOD GROUP OYJ – NOTICE OF WRITTEN PROCEDURE – REQUEST OF APPROVAL OF RESTRUCTURING AND RESOLUTIONS REGARDING ESTABLISHMENT OF A NEW STRUCTURE


Func Food Group Oyj Notice to a written procedure redactedNordic Trustee & Agency AB (publ) acts as agent (the “Agent”) for the holders of bonds (the “Holders”) in the bond issue ISIN SE0007186150 (with an aggregate nominal amount outstanding of EUR 29,626,472) (the “Existing Bonds”) issued by Func Food Group Oyj (the “Issuer”). In its capacity as Agent, and as requested by the Issuer and the Bondholder Committee (as defined below), the Agent hereby initiates a procedure in writing (the “Written Procedure”).

Due to financial difficulties and several breaches of the Terms and Conditions for the Existing Bonds (including non-payment on the Final Maturity Date on 26 June 2019), the Issuer and a group representing the larger beneficial owners of Existing Bonds representing approximately 65.00 per cent. of the nominal amount of the Existing Bonds (the “Bondholder Committee”), have over a certain period of time discussed a potential agreement on an out-of-court restructuring of the Issuer and its subsidiaries (the “Group” and each a “Group Company”) in order to prevent the Issuer from bankruptcy and in order to secure any return on the Holders’ investment in the Existing Bonds.

As announced by way of press release on 11 September 2019, the Issuer’s main supplier, Celsius Holdings, Inc. (the “Buyer”), has agreed with the Issuer, the Issuer’s main shareholders Sentica Buyout IV KY and Sentica Buyout IV Co-Investment Ky represented through their general partner Sentica Buyout IV GP Oy (“Sentica”), the Issuer’s other shareholders and the Bondholder Committee to acquire all shares and certain restructured debt of the Issuer (including the Existing Bonds) as set forth in the MTA (as defined below) and this Notice, against payment partly in cash and partly by way of a mandatory exchange of instruments. The agreements are based on a term sheet in relation to the Restructuring previously entered into between the Issuer, the Buyer, Sentica and the Bondholder Committee.

The Restructuring is among other things conditional upon approval of the Restructuring from the Holders of Existing Bonds by this Written Procedure.

The notice to a written procedure is attached to this press release in redacted form and is available on the Company's website (www.funcfood.com). The unredacted WP notice will be sent out and made available by the Agent in accordance with the terms and conditions of the bonds.

For further information, please contact:

Robin Lybeck, CEO
Telephone: +358 40 735 2464
Email: robin.lybeck@funcfood.com