Oatly Announces Issuance of SEK 1,700 million Nordic Bonds, Entry into SEK 750 million Super Senior Revolving Credit Facility and Intention to Complete Prepayment of Term Loan B, as well as Repurchase and Cancellation of Certain Convertible Senior PIK Notes due 2028

Rhea-AI Summary

Oatly Group AB (NASDAQ:OTLY) has announced significant financial restructuring initiatives including the issuance of SEK 1,700 million Nordic Bonds and entry into a SEK 750 million sustainability-linked super senior revolving credit facility. The company plans to use the proceeds to prepay its existing $130 million term loan B facility and repurchase certain 9.25% Convertible Senior PIK Notes due 2028.

According to CFO Marie-José David, these transactions strengthen Oatly's financial foundation by reducing total outstanding debt, lowering debt-related costs, improving capital structure terms, and reducing convertible notes dilution impact. The transactions are expected to close around October 3, 2025, subject to customary conditions.

Positive

• Reduction in total outstanding debt burden
• Lower costs related to remaining outstanding debt
• Improved capital structure terms
• Reduced dilution impact from convertible notes
• No additional financing needed as business plan remains fully funded
• New sustainability-linked credit facility demonstrates ESG commitment

Negative

• Complex debt restructuring indicating previous financial challenges
• Significant debt obligations remain with new Nordic Bonds
• Multiple conditions and approvals required for transaction completion

Insights

Financial Restructuring Specialist

Oatly's debt restructuring reduces total debt, lowers interest costs, improves terms, and decreases convertible note dilution potential.

Oatly's comprehensive debt restructuring represents a significant improvement to its capital structure. The company is issuing SEK 1,700 million in Nordic Bonds and establishing a SEK 750 million sustainability-linked revolving credit facility. These proceeds will be used to prepay its existing $130 million term loan B facility and repurchase certain convertible senior PIK notes due 2028.

This refinancing achieves four key financial improvements: 1) reduction in total outstanding debt, 2) lower interest costs on remaining debt, 3) improved terms in the capital structure, and 4) reduced dilution risk from convertible notes. Importantly, this restructuring is being executed without requiring additional financing, indicating the company has sufficient liquidity to manage these transactions.

The repurchase and cancellation of convertible notes is particularly significant for equity holders. By reducing outstanding convertible notes, Oatly is decreasing potential future dilution that would occur if these notes converted to equity. The timing suggests management sees the current debt markets as favorable for refinancing despite broader economic concerns.

This restructuring follows what management describes as an ongoing "transformation journey," suggesting this is part of a broader strategic effort to strengthen Oatly's financial foundation. The replacement of a dollar-denominated term loan with SEK-denominated bonds also better aligns with Oatly's Swedish operations base, potentially reducing currency risk.

MALMÖ, Sweden, Sept. 30, 2025 (GLOBE NEWSWIRE) -- Oatly Group AB (Nasdaq: OTLY) (“Oatly” or the “Company”) announced today that it has issued SEK denominated senior secured floating rate bonds in a total amount of SEK 1,700 million (the “Nordic Bonds”), entered into a new sustainability-linked SEK 750 million super senior revolving credit facility agreement and intends to complete its repurchase of certain U.S. Notes (as defined below).

Marie-José David, Oatly’s CFO, commented, “These transactions represent yet another step forward in our company’s transformation journey. They strengthen our financial foundation by reducing our total outstanding debt, lowering costs related to the remaining outstanding debt, improving the terms of our capital structure, as well as reducing the dilution impact of our convertible notes. We have done all this while not raising additional financing and our business plan remaining fully funded.”

The proceeds from the Nordic Bonds will initially fund into an escrow account and are intended to be released to the Company on or around October 3, 2025, subject to customary conditions. The new senior revolving credit facility is intended to become effective thereafter, subject to prepayment in full of the group’s existing $130 million term loan B credit facility (the “TLB”) and customary conditions. As previously communicated, the Company intends to use the net proceeds from the Nordic Bonds to prepay the TLB in full, to repurchase and cancel certain of its U.S. Notes as further described below and to pay related transaction costs.

The proceeds from the Nordic Bonds will also be used to complete the transactions contemplated by the Convertible Note Repurchase Agreements (the “Repurchase Agreements”) which the Company entered into on September 9, 2025, with certain accredited investors (the “Selling Noteholders”) that are holders of the Company’s 9.25% Convertible Senior PIK Notes due 2028 (CUSIP No. 67421J AC2) (the “U.S. Notes”). The transactions contemplated by the Repurchase Agreements will result in U.S. Notes sold by the Selling Noteholders being cancelled and no longer outstanding, and are expected to close on or around October 3, 2025, following release of the Nordic Bonds proceeds from escrow and prepayment of the TLB in full and subject to customary conditions.

Additional information regarding the foregoing transactions may be found in a Form 6-K that will be filed with the U.S. Securities and Exchange Commission.

This press release is neither an offer to sell nor a solicitation of an offer to buy any securities, nor shall it constitute an offer, solicitation or sale of any securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. There can be no assurances that the transactions will be completed as described herein or at all.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any express or implied statements contained in this press release that are not statements of historical fact may be deemed to be forward-looking statements, including, without limitation, statements regarding our financial outlook for 2025, profitability improvement, profitable growth in 2025, long-term growth strategy, expected capital expenditures, anticipated returns on our investments, anticipated supply chain performance, anticipated impact of our improvement plans, anticipated impact of our decision to discontinue construction of certain production facilities, plans to achieve profitable growth and anticipated cost savings and efficiencies as well as statements that include the words “expect”, “intend”, “plan”, “believe”, “project”, “forecast”, “estimate”, “may”, “should”, “anticipate”, “will”, “aim”, “potential”, “continue”, “is/are likely to” and similar statements of a future or forward-looking nature. Forward-looking statements are neither promises nor guarantees, but involve known and unknown risks and uncertainties that could cause actual results to differ materially from those projected, including, without limitation: our ability to consummate the transactions discussed herein on terms favorable to us or at all, our history of losses and how we may be unable to achieve or sustain profitability, including due to elevated inflation and increased costs for transportation, energy and materials; how our future business, financial condition and results of operations may be adversely affected by reduced or limited availability of oats and other raw materials and ingredients, which meet our quality standards, that our limited number of suppliers are able to sell us; how a failure to obtain necessary capital when needed on acceptable terms, or at all, may force us to delay, limit, reduce or terminate our product manufacturing and development and other operations; those concerning our cash and cash equivalents maintained at financial institutions, often in balances that exceed federally insured limits; any damage or disruption at our production facilities, which manufacture the primary components of all our products; harm to our brand or reputation due to real or perceived quality, food safety, nutrition or sustainability issues with our products, which could have an adverse effect on our business, reputation, financial condition and results of operations; food safety and food-borne illness incidents or other safety concerns that have led to product recalls and how such events may in the future materially adversely affect our business, financial condition and results of operations by exposing us to lawsuits or regulatory enforcement actions, increasing our operating costs and reducing demand for our product offerings; how a failure by our suppliers of raw materials or co-manufacturers to comply with food safety, environmental or other laws and regulations, or with the specifications and requirements of our products, may disrupt our supply of products and adversely affect our business; we may not be able to compete successfully in our highly competitive markets; risks from consolidation of customers or the loss of a significant customer; a reduction in sales of our oatmilk varieties, which contribute a significant portion of our revenue, would have an adverse effect on our business, financial condition and results of operations; relying heavily on our co-manufacturing partners; our strategic partnerships with co-manufacturers may not be successful, which could adversely affect our operations and manufacturing strategy; failure by our logistics providers to deliver our products on time, or at all, could result in lost sales; that we may not successfully ramp up operations at any of our facilities, or these facilities may not operate in accordance with our expectations; a failure to effectively expand our processing, manufacturing and production capacity through existing facilities, or a failure to find acceptable co-manufacturing or co-manufacturing partners to help us expand, as we continue to grow and scale our business to a steady operating level; failure to develop and maintain our brand; failure to develop or introduce new products or successfully improve existing products may adversely affect our ability to continue to grow; a failure to cost-effectively acquire new customers and consumers or retain our existing customers and consumers, or a failure to derive revenue from our existing customers consistent with our historical performance; consumer preferences for our products are difficult to predict and may change, and, if we are unable to respond quickly to new trends, our business may be adversely affected; a failure to manage our future growth effectively; impairment charges for long-lived assets and other exit costs in connection with our production facilities, and how we may need to recognize further costs in the future; sustainability risks (including environmental, climate change, uncertainty about future related mandatory disclosure requirements, and broader corporate social responsibility matters), which may materially adversely affect our business as a result of lawsuits, regulatory investigations and enforcement actions, complaints concerning our disclosures, impacts on our operations and supply chain (particularly in connection with the physical impacts of climate change), and impacts on our brand and reputation; reliance on information technology systems and how any inadequacy, failure or interruption of, or cybersecurity incidents affecting, those systems may harm our reputation and ability to effectively operate our business; how cybersecurity incidents or other technology disruptions could negatively impact our business and our relationships with customers; risks associated with how our customers generally are not obligated to continue purchasing products from us; difficulties as we expand our operations into countries in which we have no prior operating experience; risks associated with the international nature of our business; the successful execution of the strategic review of the Company’s Greater China operations, the outcome of the strategic review and the market reaction thereto; how our operations in China could expose us to substantial business, regulatory, political, financial and economic risks; our strategic reset in Asia may not be successful; if we fail to comply with trade compliance and economic sanctions laws and regulations of the United States, the EU and other applicable international jurisdictions, it could materially adversely affect our reputation and results of operations; packaging costs are volatile and may rise significantly; how fluctuations in our results of operations may impact, and may have a disproportionate effect on, our overall financial condition and results of operations; how litigation or legal proceedings could expose us to significant liabilities or costs and have a negative impact on our reputation or business; our estimates of market opportunity and forecasts of market growth may prove to be inaccurate, and even if the market in which we compete achieves the forecasted growth, our business could fail to grow at similar rates, if at all; failure to retain our senior management or to attract, train and retain qualified employees; if we cannot maintain our company culture or focus on our mission as we grow, our success and our business and competitive position may be harmed; our insurance may not provide adequate levels of coverage against claims or we may be unable to find insurance with sufficient coverage at a reasonable cost; disruptions in the worldwide economy; macroeconomic conditions, including rising inflation, interest rates and supply chain constraints; global conflicts, other effects of ongoing wars and conflicts, and increasing geopolitical tensions and changes to international trade policies, treaties and tariffs, including as a result of the emergence of a trade war; the risk that legal claims, government investigations or other regulatory enforcement actions could subject us to civil and criminal penalties; how our operations are subject to U.S., EU, China and other laws and regulations, and there is no assurance that we will be in compliance with all regulations; changes in existing laws or regulations, or the adoption of new laws or regulations, may increase our costs and otherwise adversely affect our business, financial condition and results of operations; how we are subject to stringent environmental regulation and potentially subject to environmental litigation, proceedings and investigations; failure to protect our intellectual property, enforce or defend our intellectual property and other proprietary rights adequately, which may impact our commercial success; if we are unable to remediate material weaknesses, or if other material weaknesses are identified, we may not be able to report our financial results accurately, prevent fraud or file our periodic reports as a public company in a timely manner; how our largest shareholder has significant influence over us, including significant influence over decisions that require the approval of shareholders; and the other important factors discussed under the caption “Risk Factors” in our Annual Report on Form 20-F for the year ended December 31, 2024 filed with the U.S. Securities and Exchange Commission (“SEC”) on March 13, 2025 and our other filings with the SEC as such factors may be updated from time to time. Any forward-looking statements contained in this press release speak only as of the date hereof and accordingly undue reliance should not be placed on such statements. Oatly disclaims any obligation or undertaking to update or revise any forward-looking statements contained in this press release, whether as a result of new information, future events or otherwise, other than to the extent required by applicable law.

Contact:

Oatly Group AB
+1 866-704-0391
investors@oatly.com
press.us@oatly.com

FAQ

What is the size of Oatly's (OTLY) new Nordic Bonds issuance in 2025?

Oatly issued SEK 1,700 million in senior secured floating rate Nordic Bonds.

How much is Oatly's new revolving credit facility worth?

Oatly entered into a new sustainability-linked SEK 750 million super senior revolving credit facility agreement.

What will Oatly use the Nordic Bonds proceeds for?

The proceeds will be used to prepay the $130 million term loan B facility, repurchase certain Convertible Senior PIK Notes due 2028, and pay related transaction costs.

When will Oatly's debt restructuring transactions close?

The transactions are expected to close on or around October 3, 2025, subject to customary conditions.

How will these financial transactions benefit Oatly shareholders?

The transactions will reduce total debt, lower debt-related costs, improve capital structure, and reduce dilution impact from convertible notes, strengthening Oatly's financial position.