As announced on 24 December 2024, Desenio Group AB (publ) (the “Company” or “Desenio” and together with its subsidiaries the “Group”) and an ad hoc committee of holders of the Company’s outstanding senior secured bonds 2020/2025 with ISIN SE0015242839 (the “AHC” and the “Existing Bonds”, respectively) entered into a term sheet regarding a restructuring of the Existing Bonds and the Company’s capital structure, entailing inter alia a debt-for-equity swap through a set-off issue of new shares (the “Debt-for-Equity Swap”) and the issuance of new super senior bonds (the “Super Senior Bonds”) (the “Restructuring”).

As announced on, 30 January 2025, Desenio initiated the implementation of the Restructuring by giving notice to an extraordinary general meeting to be held on 4 March 2025 (“EGM”), which is intended to approve the shareholders resolutions necessary to implement the Restructuring. Today, Desenio announces that the Company has initiated a written procedure to request necessary approval of the Restructuring from the holders of the Existing Bond (the “Written Procedure”). As part of the Written Procedure, holders of Existing Bonds will also be able to subscribe for the Super Senior Bonds and make their elections in relation to the shares to be issued under the Debt-for-Equity Swap.

The Company has instructed Nordic Trustee & Agency AB (publ) (the “Agent”), in its capacity as agent under the Existing Bonds, to send a notice of Written Procedure (including voting instructions) to the direct registered owners and registered authorised nominees of the Existing Bonds in the Company’s debt ledger held with Euroclear Sweden as per 4 February 2025. The notice of Written Procedure is available on the Company’s and the Agent’s respective websites.

The outcome of the Written Procedure will be announced by way of press release in connection with the termination of the Written Procedure. The voting record date is 12 February 2025 and the last day for voting in the Written Procedure is 24 February 2025.

For questions to the Agent regarding the administration of the Written Procedure, please contact the Agent at voting.sweden@nordictrustee.com or +46 8 783 79 00.

For further information, please contact:

Fredrik Palm, CEO, fredrik.palm@deseniogroup.com, +46 70 080 76 37
Johan Roslund, CFO, johan.roslund@deseniogroup.com, +46 73 744 60 87
Johan Hähnel, Head of IR, johan.hahnel@deseniogroup.com, +46 706 05 63 34

Certified Adviser

FNCA Sweden AB is the company’s certified adviser.

About Desenio Group

Desenio Group is the leading e-commerce company within affordable wall art in Europe, with a growing presence in North America. We offer our customers a unique and curated assortment of about 9,000 designs as well as frames and accessories in 37 countries via 44 local websites and are steadily expanding to new markets.

Desenio Group is well positioned to build upon our dynamic growth model, including our proprietary technical platform, industrialized creative processes and efficient customer acquisition approach.

We are headquartered in Stockholm, Sweden, with fulfilment centres in Sweden, Czech Republic and USA. Our share is traded on Nasdaq First North Growth market, under the ticker “DSNO”.

Attachments

Desenio initiates written procedure under its existing bonds to request existing bondholders approval of the previously announced restructuring