NoHo Partners Oyj
Inside information

NoHo Partners Plc considers issuance of a hybrid bond primarily for the purpose of financing its international and domestic expansion

NoHo Partners Plc

STOCK EXCHANGE RELEASE 15 March 2019 at 13:25

NoHo Partners Plc considers issuance of a hybrid bond primarily for the purpose of financing its international and domestic expansion

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, HONG KONG, SOUTH AFRICA, SINGAPORE OR JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.

NoHo Partners Plc is considering the issuance of an approximately EUR 20-30 million hybrid bond. The potential issue is expected to be launched in the near future subject to market conditions.

NoHo Partners Plc intends to use the proceeds of the hybrid bond for investments in accordance with its strategy, including possible international and domestic acquisitions, for the repayment of certain existing liabilities in the amount of approximately EUR 5 million, including the repayment of the certain loans granted by the lead manager, as well as for general corporate purposes.

NoHo Partners Plc is currently conducting negotiations in respect of potential Nordic acquisitions in the Restaurant business in accordance with its growth strategy, including acquisitions that would expand NoHo Partners Plc's operations into new countries. There is however no certainty that such negotiations will be successful.

A hybrid bond is an instrument that is subordinated to the company's other debt obligations and treated as equity in the company's IFRS financial statements. A hybrid bond does not confer its holders the rights of a shareholder and does not dilute the holdings of the current shareholders.

The hybrid bond issue would strengthen the company's capital structure and financial position. The maturity profile of NoHo Partners Plc's interest-bearing debt as at 31 December 2018 is presented below:

Nordea Bank Abp acts as the lead manager for the transaction. Castrén & Snellman Attorneys Ltd acts as the legal advisor to NoHo Partners Plc.

NOHO PARTNERS PLC

Additional information:
Aku Vikström, CEO, tel. +358 44 011 1989
Jarno Suominen, CFO, tel. +358 40 721 5655

Distribution:
Nasdaq Helsinki
Major media
www.noho.fi

NoHo Partners Plc is a Finnish group established in 1996, specialising in restaurant services and labour hire. The company, which was listed on NASDAQ Helsinki in 2013 and became the first Finnish listed restaurant company, has continued to grow strongly throughout its history. The Group companies include over 200 restaurants in Finland and Denmark. Well-known restaurant concepts of the company include Elite, Savoy, Teatteri, Yes Yes Yes, Stefan's Steakhouse, Palace, Löyly, Hanko Sushi and Cock's & Cows. In 2018, NoHo Partners Plc's net sales were MEUR 323.2 and EBITDA MEUR 28.4. Depending on the season, the Group employs approximately 4,000 people when converted into full-time workers. NoHo Partners Plc's subsidiary Smile Henkilöstöpalvelut Oyj employed approximately 10,000 people during the 2018 financial period.

NoHo Partners corporate website: www.noho.fi
NoHo Partners consumer websites: www.ravintola.fi and www.royalravintolat.fi
Smile Henkilöstöpalvelut: www.smilepalvelut.fi


Important information
This release is for informational purposes only and is not to be construed as an offer to purchase or sell, or a solicitation of an offer to purchase or sell, with respect to any hybrid bond. The distribution of this release and the related material concerning the issuance of the hybrid bond are prohibited by law in certain countries. The hybrid bond is not being offered to the public either inside or outside of Finland. Persons resident outside of Finland may receive this release and the related hybrid bond documentation only in compliance with applicable exemptions or restrictions. Persons into whose possession this release and the related hybrid bond documentation may come are required to inform themselves about and comply with such restrictions. This release and the related hybrid bond documentation may not be distributed or published in any country or jurisdiction or otherwise if to do so would constitute a violation of the relevant laws of such jurisdiction or would require actions under the laws of a state or jurisdiction other than Finland, including the USA, Canada, Australia, Hong Kong, South Africa, Singapore and Japan. The information contained herein shall not constitute an offer to sell or tender, or a solicitation of an offer to buy or sell the hybrid bond to any persons in any jurisdiction in which such offer, solicitation or sale or tender would be unlawful. NoHo Partners Plc's representatives assume no legal responsibility for such violations, regardless of whether the parties contemplating investing in the hybrid bond are aware of these restrictions or not. NoHo Partners Plc's hybrid bond will not be registered under the US Securities Act of 1933, nor under any securities legislation of any state in the United States, and it may not be offered, sold, resold, donated, delivered, distributed, bought or transferred in the United States or to US citizens or on behalf of US citizens, except pursuant to an exemption from the registration requirements of the Securities Act of 1933 and any applicable state law legislation.