Holde Agri Invest announces its intention to reduce and subsequently increase the share capital in order to strengthen the financial position and ensure the continuity of operations

Holde Agri Invest SA, one of the largest farmland operators in Romania, announces a share capital reorganization plan consisting of reducing the nominal value of its shares from RON 1 to RON 0.72, followed by a capital increase of up to RON 45 million.

Specifically, the company proposes a share capital reduction of RON 33,956,603.52, from RON 121,273,584 to RON 87,316,980.48, with the purpose of partially covering retained losses totaling RON 34,882,696.96. These losses also include transfers from equity accounts (RON 768,482.65 losses from the sale of equity instruments and RON 15,393,975 other losses related to equity instruments). As a result of this operation, the nominal value of one share will decrease from RON 1 to RON 0.72. Subsequently, the company intends to carry out a capital increase of up to RON 45,000,000, through the issuance of up to 62,500,000 new shares, each with a nominal value of RON 0.72.

The operation of reducing followed by increasing the share capital enables the coverage of retained losses and the restoration of a balanced financial structure, thereby consolidating the company’s stability. Furthermore, adjusting the nominal value of the shares from RON 1 to RON 0.72, closer to the market value, creates real conditions for raising new capital, since previously any subscription was required by law to be made at a minimum price of RON 1, with legislation prohibiting capital increases at a price below nominal value.

“Through this measure, we want to demonstrate the responsibility assumed by the current Board of Directors towards Holde Agri Invest. The share capital reduction is necessary to cover the accounting losses recorded at the end of 2024, while the subsequent increase will enable the raising of new funds from both existing and potential shareholders. These resources will be used to secure working capital, meet creditor obligations, and finance ongoing operations. The operation is necessary in a context where Holde Agri Invest is facing a liquidity shortage and the risk of accumulating additional financial costs, such as interest penalties on leases, agricultural inputs, or goods purchased in advance. The management and Board of Directors have analyzed all available options in recent months and concluded that this is the only responsible path to stabilize the company and secure its future,” stated Leonard Leca, Member of the Board of Directors of Holde Agri Invest.

As part of the share capital increase, existing shareholders will benefit from preference rights, meaning they will have priority in subscribing to the new shares, proportional to their current holdings. The first stage will be dedicated exclusively to existing shareholders, who will be able to subscribe according to their pro-rata ownership, and in a subsequent stage they will have the opportunity to increase their participation if unsubscribed shares remain. Any shares not subscribed at the end of the process will be cancelled, without affecting the company’s capital structure.

In addition, the share capital increase also serves a secondary purpose, namely the conversion of certain shareholder loans granted to the company into new shares, thereby eliminating the pressure of short-term repayments and at the same time strengthening the company’s equity base.

“We are fully aware that Holde Agri Invest has gone through a difficult period, and the decisions being made now are essential to secure the company’s future. Since the beginning of this year, the management team and the Board of Directors have been working on a plan designed to create the foundations for stabilization and continued development. We count on the support of our existing shareholders and on the partnerships we have with banking institutions to carry this plan forward,” stated Bogdan Serghiescu, CEO of Holde Agri Invest.

SevenX Ventures, the main shareholder of Holde Agri Invest, has expressed its commitment to continue supporting the company and confirmed its participation in this share capital increase, thereby demonstrating its confidence in the outlook of Romania’s agricultural sector and in the company’s potential for a positive development trajectory.

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About Holde Agri Invest

Holde Agri Invest is a company founded by a group of Romanian entrepreneurs with the objective of developing it into a leader in the agricultural sector in Romania. Established in 2018, the company operates over 16,300 hectares of farmland, organized into five core farms – Roșiori farm located in Roșiori de Vede (Teleorman County), Frumușani (Călărași County), Videle (Teleorman County), Conțești (Dâmbovița County), and Salcia (Brăila County). Since October 2020, Holde Agri Invest has been a listed company on the AeRO market of the Bucharest Stock Exchange, under the ticker symbol HAI, and since October 2021, it has been included in the BVB’s BET-AeRO index.