Reno de Medici S.p.A. (“RdM” or the “Company” and, together with its subsidiaries, the “Group”) is pleased to announce that on 16 July 2026, it entered into a binding transaction support agreement (the “Transaction Support Agreement”) with its shareholder and Noteholders representing 85.43% of the €600 million Floating Rate Sustainability-Linked Senior Secured Notes due 2029 (the “Notes”) with respect to a comprehensive review of its capital structure (the “Recapitalisation”).
The proposed Recapitalisation will result in, amongst other things:
• Significant deleveraging of the Group’s balance sheet through the equitization of up to €300 million of debt;
• Substantial enhancement of the Group’s liquidity position through (i) €100 million of New Money Notes (defined below) financing available to the Group, (ii) the deferral and subsequent waiver / equitization of accrued interest under the Notes and (iii) the deferral of interest due and payable under the Company’s Super Senior Revolving Credit Facility (the “SSRCF”) during the implementation of the Recapitalisation;
• Extension of maturity on the SSRCF and the Notes to 2031 or beyond;
• Material reduction in cash interest payments going forward, resulting in improved cash flow generation; and
• A stable platform enabling the continuation of the Group’s turnaround plan.
The terms of the Recapitalisation have been negotiated with the lenders under the SSRCF (the “SSRCF Lenders”) and their legal and financial advisers and the Company understands that the SSRCF Lenders are in the process of seeking the requisite internal approvals to enter into legally binding transaction documentation for the implementation of the Recapitalisation in the following weeks.
The Recapitalisation is to be implemented pursuant to Article 57 of the Italian Insolvency Code and the completion of the Recapitalisation remains subject to the approval (omologazione) of the Italian Court. The Recapitalisation is also subject to all relevant stakeholders entering into long-
form documentation and satisfaction of all required conditions precedent (including applicable regulatory and anti-trust conditions) and is expected to complete in Q4 2026.
The Company welcomes the opportunity for bondholders to participate in the Recapitalisation. In due course the Company will provide details for a call addressing earnings and explaining the key transaction terms.
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