Luxembourg, 21 November 2025
Vivion Optimizes Capital Structure With €757.5 Million Strategic Refinancing
Vivion Investments S.à r.l. (“Vivion” or the “Company”) announces the successful placement of €505 million new senior secured notes due 2030 (the “New Senior Notes”), and the concurrent issuance of €252.5 million undated subordinated notes with a first reset date in 2031 (the “Hybrid Notes” and together with the New Senior Notes, the “Notes”).
The New Senior Notes, maturing in June 2030, will carry a coupon of 5.625%, which is lower than the 6.500% plus PIK interest of the previous issuances of the Company in 2023, marking the continued reduction in the Company’s cost of debt.
The Hybrid Notes will be accounted for as 100% equity under IFRS and are rated B by S&P, receiving 50% equity content under S&P’s methodology. The Hybrid Notes will bear a fixed coupon of 8.125% until the first reset date on 8 June 2031.
The net proceeds from the issuance of the Notes will be used to partially redeem the Company’s outstanding senior secured notes due 2028, bearing a coupon of 6.5% plus PIK p.a. with ISIN XS2658230094 (“2028 Notes”). Following the redemption, €122.6 million of the principal amount of the 2028 Notes will remain outstanding.
Settlement of the transaction is expected to occur on or around 8 December 2025.
This refinancing transaction is a strategic step to optimize Vivion’s capital structure, enhance financial flexibility, and extend the maturity profile of Vivion’s indebtedness.
Ella (Zuker) Raychman, CFO of Vivion, commented:
“The strong demand for both the senior secured notes and the hybrid notes underscores the market’s confidence in Vivion’s strategy and asset quality. The refinancing improves our maturity profile, lowers our financing costs and provides additional balance-sheet strength as we continue to execute on our business plan.”
For the placement of the New Senior Notes, Vivion was assisted by Citigroup and Goldman Sachs International as Joint Active Bookrunners, and BofA Securities as Bookrunner.
For the placement of the Hybrid Notes, Vivion was assisted by Citigroup as Global Coordinator and Structuring Advisor, and Goldman Sachs International as Joint Bookrunner.
Contact for more Information
Vivion – Investor Relations
IR@vivion.eu
DISCLAIMER:
THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY ANY SECURITIES.
THE SECURITIES MENTIONED IN THIS ANNOUNCEMENT HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE SECURITIES ACT), AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES ABSENT REGISTRATION OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT. THERE WILL BE NO PUBLIC OFFERING OF THE SECURITIES IN THE UNITED STATES.
THIS ANNOUNCEMENT IS DIRECTED AT AND IS ONLY BEING DISTRIBUTED IN THE UNITED KINGDOM TO (I) PERSONS WHO HAVE PROFESSIONAL EXPERIENCE IN MATTERS RELATING TO INVESTMENTS FALLING WITHIN ARTICLE 19(5) OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 (FINANCIAL PROMOTION) ORDER 2005 (THE ORDER), (II) HIGH NET WORTH ENTITIES, AND OTHER PERSONS TO WHOM IT MAY OTHERWISE LAWFULLY BE COMMUNICATED FALLING WITHIN ARTICLE 49 OF THE ORDER, AND (III) PERSONS TO WHOM IT MAY OTHERWISE LAWFULLY BE COMMUNICATED (ALL SUCH PERSONS TOGETHER BEING REFERRED TO AS RELEVANT PERSONS). THIS COMMUNICATION MUST NOT BE READ, ACTED ON OR RELIED ON BY PERSONS WHO ARE NOT RELEVANT PERSONS. ANY INVESTMENT OR INVESTMENT ACTIVITY TO WHICH THIS ANNOUNCEMENT RELATES IS AVAILABLE ONLY TO RELEVANT PERSONS AND WILL BE ENGAGED IN ONLY WITH RELEVANT PERSONS.
IN MEMBER STATES OF THE EUROPEAN ECONOMIC AREA (EEA), THIS ANNOUNCEMENT AND ANY OFFER IF MADE SUBSEQUENTLY IS DIRECTED ONLY AT PERSONS WHO ARE “QUALIFIED INVESTORS” WITHIN THE MEANING OF ARTICLE 2(1)(E) OF DIRECTIVE 2003/71/EC, AS AMENDED (THE PROSPECTUS DIRECTIVE) (QUALIFIED INVESTORS). ANY PERSON IN THE EEA WHO ACQUIRES THE SECURITIES IN ANY OFFER (AN INVESTOR) OR TO WHOM ANY OFFER OF THE SECURITIES IS MADE WILL BE DEEMED TO HAVE REPRESENTED AND AGREED THAT IT IS A QUALIFIED INVESTOR. ANY INVESTOR WILL ALSO BE DEEMED TO HAVE REPRESENTED AND AGREED THAT ANY SECURITIES ACQUIRED BY IT IN THE OFFER HAVE NOT BEEN ACQUIRED ON BEHALF OF PERSONS IN THE EEA OTHER THAN QUALIFIED INVESTORS, NOR HAVE THE SECURITIES BEEN ACQUIRED WITH A VIEW TO THEIR OFFER OR RESALE IN THE EEA TO PERSONS WHERE THIS WOULD RESULT IN A REQUIREMENT FOR PUBLICATION BY THE COMPANY OR ANY OF THE MANAGERS OF A PROSPECTUS PURSUANT TO ARTICLE 3 OF THE PROSPECTUS DIRECTIVE.
THIS ANNOUNCEMENT MAY CONTAIN PROJECTIONS OR ESTIMATES RELATING TO PLANS AND OBJECTIVES RELATING TO OUR FUTURE OPERATIONS, PRODUCTS, OR SERVICES, FUTURE FINANCIAL RESULTS, OR ASSUMPTIONS UNDERLYING OR RELATING TO ANY SUCH STATEMENTS, EACH OF WHICH CONSTITUTES A FORWARD-LOOKING STATEMENT SUBJECT TO RISKS AND UNCERTAINTIES, MANY OF WHICH ARE BEYOND THE CONTROL OF THE COMPANY. ACTUAL RESULTS COULD DIFFER MATERIALLY, DEPENDING ON A NUMBER OF FACTORS.