Zmarta Group: Notice of a change of control event

Ceratiidae II AB (publ) has been acquired by Bauer Media Group

STOCKHOLM, Sweden--()--Regulatory News:

We refer to the terms and conditions dated 26 June 2014 for the up to SEK 525,000,000 senior secure callable floating rate bonds due 2019 issued by Ceratiidae II AB (STO: CERA 1) (publ) (the "Issuer") (the "Terms and Conditions").

We further refer to an assignment, accession and resignation agreement dated 25 July 2016 and made between Ceratiidae I AB as original obligor, Heinrich Bauer Verlag Beteiligungs GmbH as new obligor and Nordic Trustee & Agency AB (publ) as security agent, and as confirmed by the Issuer.

Terms defined in the Terms and Conditions shall have the same meaning when used in this notice, unless otherwise defined herein.

Pursuant to Clause 12.1(c) (Information from the Issuer) in the Terms and Conditions, we hereby give you notice that a Change of Control Event has occurred under the Terms and Conditions and that Heinrich Bauer Verlag Beteiligungs GmbH has acquired all shares in the Issuer and that the acquisition has been completed on the date hereof.

Due to the occurrence of a Change of Control Event and pursuant to Clause 10.5 (Mandatory Repurchase due to a Change of Control Event) of the Terms and Conditions, each Bondholder has the right to request that all, or only some, of its Bonds are repurchased at a price per Bond equal to 101.00 per cent. of the Nominal Amount together with accrued but unpaid Interest.

If a Bondholder wants to exercise its right to request that all, or only some, of its Bonds are repurchased on the terms set out above, such Bondholder shall within 15 Business Days from the date hereof (being 18 October) send notice to:

Ceratiidae II AB (publ) Att. Joakim Lundqvist c/o Freedom Finance Kreditservice AB Box 1068, 262 21 Ängelholm, Sweden

Email: joakim.lundqvist@zmartagroup.com

The Issuer will repurchase the relevant Bonds and pay the repurchase amount on a date occurring no later than 20 Business Days after the 15 Business Day's period referred to above. The Issuer will in due time inform the Bondholders about the relevant repurchase date and the Record Date for such repurchase by way of publishing a press release.

This information was brought to you by Cision http://news.cision.com

Contacts

Ceratiidae II AB (publ)
Att. Joakim Lundqvist
c/o Freedom Finance Kreditservice AB
Box 1068, 262 21 Ängelholm, Sweden
joakim.lundqvist@zmartagroup.com

Contacts

Ceratiidae II AB (publ)
Att. Joakim Lundqvist
c/o Freedom Finance Kreditservice AB
Box 1068, 262 21 Ängelholm, Sweden
joakim.lundqvist@zmartagroup.com