Tecnotree agreed on an extension for the payment and conversion of unpaid convertible bonds

Translation: Original published in Finnish on 01/02/2026 at 08:45 am EET

Tecnotree announced on Tuesday that its Board of Directors has approved Fitzroy Investments Limited's request to extend the payment due date for the subscription price of 20 MEUR in outstanding Compulsorily Convertible Debentures (CCD) to the end of 2026. At the same time, the conversion of all bonds, including those already paid by Fitzroy, into shares will be postponed until 2028. The news postpones the dilution of the number of shares from convertible bonds further into the future, and we will update its effects on our estimates at the latest in connection with Tecnotree's Q4 earnings release.

There will be a clear extension of the convertible bonds' payment schedule and conversion

Tecnotree announced on Tuesday that the company's Board of Directors has approved the request from the main owner, Fitzroy Investments Limited, to extend the due date for the outstanding CCD subscription price of 20.0 MEUR. According to the original agreement, Fitzroy was to pay the sum in Q4'25 at the latest, but the new due date is December 31, 2026. However, Tecnotree has the right to demand payment earlier, in which case Fitzroy is committed to paying the sum within 90 banking days of the demand.

In connection with the maturity extension, it was also agreed that the conversion of all 245 CCD bonds (45 paid and 200 unpaid) into Tecnotree shares is possible at the earliest on June 22, 2028. Under the original agreement, conversion was possible in 2026-2028, so the revision essentially pushes back the start of potential dilution by two years.

The arrangement was somewhat expected

We had previously considered it possible that Fitzroy would not subscribe to all remaining convertible bonds within the original schedule, even though our estimates had anticipated full subscription of the convertible bonds within the original schedule. In our estimates, particularly the number of shares and earnings per share, need to be revised for 2026-2028. We will update our estimates at the latest in connection with the release of Tecnotree's Q4 report. Operationally, we believe the most crucial aspect for Tecnotree's value creation continues to be strengthening the company's still-weak cash conversion.