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Notice of outcome in the written procedure for M-Brain Oy EUR 7,500,000 Senior Secured Fixed Rate Notes 2017/2023

19 January 2021

To the noteholders of:

M-Brain Oy EUR 7,500,000 senior secured fixed rate notes 2017/2023 with ISIN: FI4000266788 (the “Notes”)

Notice regarding decisions taken by way of a procedure in writing concerning certain amendments of the Intercreditor Agreement

This is a notice sent on 19 January 2021 in accordance with Clause 15.14 of the terms and conditions of the Notes (the “Terms and Conditions”) to the holders of the Notes (the “Noteholders”).

Following the receipt of the consent of the requisite majority received in the Written Procedure, for which a notice was given on 18 December 2020 and for which the last date to vote was on 7 January 2021 no later than 13:00 (CET) (the “Request”), the requisite majority of Noteholders has as at 18:00 (CET) on 7 January 2021 approved the proposals set out in the Request and, accordingly, the proposals were deemed approved by and binding upon all Noteholders in accordance with the voting requirements of the Terms and Conditions.

Pursuant to Clause 17.4 of the Terms and Conditions when a consent from the Noteholders representing the requisite majority of the total Adjusted Nominal Amount pursuant to Clauses 15.5 or 15.6 has been received in a Written Procedure, the relevant decision shall be deemed to be adopted pursuant to Clause 15.5 or 15.6, as the case may be, even if the time period for replies in the Written Procedure has not yet expired.

The formal notice regarding the decisions taken by way of the written procedure and the Intercreditor Agreement Amendment Letter can be downloaded here.

The formal notice regarding the decisions taken by way of the written procedure has been sent by registered mail to Noteholders (direct registered owners (Fin: omistaja) and registered authorised nominees (Fin: hallintarekisteröinnin hoitaja)) and published on the website of the Agent in accordance with the Terms and Conditions.

 

For questions regarding this notice:

 

To the Agent: Intertrust (Finland) Oy, Alli Seppänen, phone: +358 45 249 6103, e‑mail: [email protected] with a copy to [email protected]

 

_________________

 

Helsinki 19 January 2021

Intertrust (Finland) Oy

As Agent

 

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