Quant initiates written procedure in respect of amendments to its Senior Bonds

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Quant AB (publ) (“Quant”) has today initiated a written procedure in respect of its up to EUR 120,000,000 Senior Secured Floating Rate Bonds with ISIN: SE0010663260 (the “Senior Bonds”). The holders of the Senior Bonds are requested to approve certain amendments to the terms and conditions of the Senior Bonds (the “Terms and Conditions”).

As a multinational provider of industrial maintenance, Quant is in a good position to continue delivering on its strategy for profitable growth. The company has successfully completed a comprehensive transformation program as a response to a combination of historical challenges, as well as the effects of COVID-19. The result is a sharpened geographical focus, a streamlined organization, a new management and a contract portfolio that developed strongly during 2021.

Quant is executing according to plan and the effects are expected to be reflected going forward. However, the exact timing is uncertain. A refinancing of the Group’s debt is therefore unlikely to be feasible in advance of the maturity date of the Senior Bonds (15 February 2023). Consequently, Quant is exploring alternatives with its key stakeholders.

Permira Credit Solutions II Master Sub S.A. (“Permira Credit”), the holder of the junior bond (ISIN: SE0010663278), and Nordic Capital, the current majority owner of Quant, have agreed in principle to a conditional agreement under which Permira Credit is expected to become the new majority owner of Quant. Nordic Capital is expected to remain as a minority shareholder. The agreement between Permira Credit and Nordic Capital is conditional upon, amongst other things, agreements and consents relating to an extension and reduction of the existing super senior revolving credit facility, and the passing of the written resolution.

Furthermore, the agreement between Permira Credit and Nordic Capital is subject to formal approval of merger filings with competition authorities. Hence, Quant has sought an initial extension of three months (the interim amendments, as set out below) for the merger filing process to procede and allow the remainder of the proposed changes (the final amendments, as set out below) to be conditional upon the implementation of the agreement between Permira Credit and Nordic Capital.

In order to further strengthen Quant’s financial position, Permira Credit will, as part of the agreement with Nordic Capital, provide EUR 10 million of new capital as a cash injection on the balance sheet. The junior bond and certain shareholder loans will, in time, be extinguished and contributed back into Quant.

In addition to the approval of the competition clearance referred to above, the final amendments (as set out below) will be conditional upon the cash injection by Permira and the extension and reduction of the existing super senior revolving credit facility.

Proposed Amendments

With reference to the above, Quant is proposing that the holders of the Senior Bonds consider certain amendments to the Terms and Conditions, inter alia, as follows:

1. Interim amendments

1. an extension of the term of the Senior Bonds by three months (from 15 February 2023 to 15 May 2023); and

2. Final amendments

1. an extension of the term of the Senior Bonds by a further two years and six months (from 15 May 2023 to 15 November 2025);
2. an amendment to the change of control clause to allow Permira Credit to take over as the new majority owner of Quant;
3. a correction of wording to enable non-wholly owned subsidiaries to make pro-rata distributions to group companies and joint venture partners;
4. an undertaking to extinguish the junior bond; and
5. an update to the call structure as a consequence of the proposed extension of the term of the Senior Bonds.

A further description of the proposed changes to the Terms and Conditions are described in the notice of Written Procedure.

Consent Fees

Subject to all of the proposed amendments to the Terms and Conditions becoming effective, (i) a fee of 25 basis points of the nominal amount validly voted for by holders of the Senior Bonds prior to 17.00 CEST on 6 April 2022 to such holders  (the “Early Bird Consent Fee”); and (ii) a fee of 25 basis points of the nominal amount to all holders of the Bonds (the “Consent Fee”), will be paid by Quant.

Timeline

A full version of the notice of written procedure is attached to this press release and is also available on Stamdata (www.stamdata.com).

The Issuer has prepared an information presentation in connection with the written procedure in order to provide further background to the proposed changes. The information presentation is available on Quant’s website at www.quantservice.com/investor.

Pareto Securities AS has been engaged by Quant as debt advisor in the process.

Stockholm, 24 March 2022

Quant AB (publ)

For further information, please contact:

Tomas Rönn, CEO: +46 720 92 11 20

André Strömgren, CFO: +46 708 410 796

E-mail: ir@quantservice.com

Quant AB (publ) is a global leader in industrial maintenance. For over 30 years, we have been realizing the full potential of maintenance for our customers. From embedding superior safety practices and building a true maintenance culture, to optimizing maintenance cost and improving plant performance, our people make the difference. We are passionate about maintenance and proud of ensuring we achieve our customers’ goals in the most professional way. The group operates internationally in close to 20 countries world-wide, employing more than 2,500 people. The parent company is located in Stockholm, Sweden.

Quant AB (publ) is privately held by Nordic Capital since 2014. For additional information about the group, please visit www.quantservice.com.

This information is information that Quant is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, at 19:30 CET on 24 March 2022.