Tresu seeks consents to amend bonds to extend term two years to 2027

By Wendy Van Sickle

Columbus, Ohio, Dec. 14 – Tresu Investment Holding A/S began a written procedure seeking consents from noteholders to amend the terms of its bonds maturing on Jan. 2, 2025 (ISIN: DK0030404967), according to a company news release.

Tresu would like to extend the maturity date two years to Jan. 2, 2027.

Further, the amendments would provide that the interest payment will be made subject to a minimum available liquidity and to provide that no payments of dividends on shares, repurchases of shares, redemption of share capital or other restricted equity with repayment to shareholders, payment of subordinated debt or management fees or other distributions to direct or indirect shareholders may be made by the company.

Also, a bondholders committee would be established to accept amendments, waivers and changes to the terms and conditions and approve an exit, i.e., a formal sales process of Tresu A/S.

The amendment provides that after repayment and cancellation of the super senior revolving facility, the issuer would be required to redeem the bonds in full or in part at 103 for an amount equal to any exit proceeds upon receipt of such proceeds. The issuer would be permitted to redeem any bonds outstanding after the exit proceeds reduction at a price below par, as approved by the bondholders’ committee.

Changes would also be made to the intercreditor agreement to amend the definitions of super senior headroom and shareholder dent to allow for a super senior term loan facility and to allow for the establishment of a super senior increase.

Even if the proposal is approved by bondholders, the terms and conditions and the intercreditor agreement will not be amended and restated unless the maturity date of the issuer's DKK 112 million multicurrency revolver with Nykredit Bank A/S is extended to at least Nov. 30, 2026, Tresu A/S' guarantee facility with Nykredit Bank A/S has been extended to at least Nov. 30, 2026 and a new super senior term loan facility of up to DKK 75 million has been established.

A quorum in the written procedure will be achieved if bondholders representing not less than 50% of the adjusted nominal amount participate. The proposal will be approved if a majority of not less than 66 2/3% of the adjusted nominal amount replying to the written procedure votes in favor of the proposal.

The proposal will be deemed approved as of the first day on which the quorum requirements for the written procedure have been satisfied and the requisite majority consents approving the proposal have been received even if the time period for replies in the written procedure has not yet expired. If a quorum is not achieved in the written procedure, the issuer may initiate a second written procedure for which no quorum requirement will apply.

The issuer has undertakings to vote in favor of the proposal from holders of €41.03 million of the bonds, representing 70.89% of the adjusted nominal amount.

Dec. 13 is the record date.

Nordic Trustee A/S is the bondholders’ agent.

Based in Denmark and majority owned by private equity fund Altor, Tresu is a company offering flexo printing machines and ancillary products.

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