Corporate News
LR Health & Beauty SE: Written Procedure under the 2024/2028 Bonds has been successfully concluded
LR Health & Beauty SE: Written Procedure under the 2024/2028 Bonds has been successfully concluded
Ahlen, 28 November 2025 – On 14 November 2025, LR Health & Beauty SE (the “Company”) initiated a written procedure under the terms and conditions for the Company’s 2024/2028 bonds (ISIN: NO0013149658) (the “Bonds”) to request certain temporary waivers relating to postponement of interest payments and non-compliance with the maintenance test (including the leverage covenant) for a period up to and including 28 February 2026 (the “Written Procedure”).
Deadline for voting in the Written Procedure was 15:00 hrs CET today. Votes representing a sufficient part of the adjusted nominal amount of the Bonds were obtained in order to form a quorum and a requisite majority of the adjusted nominal amount voted in favour of the temporary waivers in the Written Procedure.
The agent under the Bonds has further confirmed that the conditions set out in section 4 (Effectiveness) in the notice of the Written Procedure have been fulfilled. Consequently, the temporary waivers are effective immediately.
For further information regarding the Written Procedure, please refer to the notice of the Written Procedure which is accessible on the Company’s website at https://ir.lrworld.com/en/bond/.
LR Group
Under the motto “More quality for your life”, the LR Group – headquartered in the town of Ahlen/Westphalia – successfully produces and distributes various high-quality nutritional supplements and cosmetic products in 32 countries. As an attractive Social Commerce Company, LR supports the personal exchange in its community with efficient, digital solutions. The holistic tool “LR neo” offers the international partnership all business-relevant key figures and information for their LR business in one dashboard.
Since 1985, LR has been firmly established in the market as a “people business” with a focus on people and personal consultation. In times of changing working environments, the business model is particularly appealing to those who are looking for more flexibility, a better work-life balance and greater financial independence.
The processing of aloe vera has been one of LR’s core competencies for over 20 years. Only the leaf’s valuable inside is used for the products. In Ahlen, the company has built one of the most modern aloe vera production facilities for aloe vera drinking gels in Europe.
In the fall of 2009, LR founded the LR Global Kids Fund e.V., which supports disadvantaged children and their families in many countries around the world efficiently and without the usual red tape in cooperation with local institutions. For further information on our commitment to sustainability, please read our Sustainability Report.
LR currently has around 1,200 employees and hundreds of thousands of registered community members.
Contact:
PR Contact:
LR Health & Beauty SE
Almut Kellermeyer
Head of Corporate Communication
Kruppstraße 55
59227 Ahlen
Phone: +49(0)2382 7658-106
E-mail: a.kellermeyer@LRworld.com
https://ir.lrworld.com/
IR Contact:
cometis AG
Thorben Burbach
Unter den Eichen 7 | Building D
65195 Wiesbaden
Phone: +49(0)611 - 205855-23
Fax: +49(0)611 - 205855-66
E-mail: burbach@cometis.de
Notice of results of Written Procedure under the Terms and Conditions
Denna kallelse till obligationsinnehavarna är endast utformad på engelska.
Stockholm, 28 November 2025
To the Bondholders in:
ISIN: NO0013149658 – LR Health & Beauty SE EUR 130,000,000 Senior Secured Callable Floating Rate Bonds 2024/2028
NOTICE OF RESULTS OF WRITTEN PROCEDURE UNDER THE TERMS AND CONDITIONS
Nordic Trustee & Agency AB (publ) acts as agent (the “Agent”) for the holders of the bonds (the “Bondholders”) in the above mentioned bond issue NO0013149658 with an aggregated amount outstanding of EUR 130,000,000 (the “Bonds”) issued by LR Health & Beauty SE (the “Issuer”).
All capitalised terms used herein and not otherwise defined in this notice shall have the meanings assigned to them in the terms and conditions of the Bonds as amended and/or restated from time to time (the “Terms and Conditions”).
Reference is made to the notice of written procedure dated 14 November 2025 (the “Written Procedure” and the “Notice of Written Procedure”) and the request for certain temporary waivers set out therein (the “Temporary Waivers”).
Votes representing a sufficient part of the Adjusted Nominal Amount of the Bonds have been obtained in order to form a quorum and a requisite majority of the Adjusted Nominal Amount voted in favour of the Temporary Waivers in the Written Procedure.
The conditions set out in section 4 (Effectiveness) in the Notice of the Written Procedure have been fulfilled.
In its capacity as Agent, the Agent hereby gives notice to the Bondholders that the Written Procedure has been concluded and that the Temporary Waivers have become effective.
______________________________________________
Stockholm, 28 November 2025
NORDIC TRUSTEE & AGENCY AB (PUBL)
as Agent
LR Health & Beauty SE publishes final results for the third quarter of 2025
LR Health & Beauty SE publishes final results for the third quarter of 2025
- Preliminary figures for Q3/9M 2025 confirmed: sales for 9M 2025 at EUR 208.8 million, EBITDA reported at EUR 16.3 million
- Focus on initiatives to optimise business processes and sustainably improve the capital and financing structure
- Forecast for the 2025 financial year confirmed
Ahlen, 28 November 2025 – LR Health & Beauty SE, Europe’s leading digital social commerce company for high-quality nutritional supplements and beauty products, today published its final results for the third quarter of 2025 and the first nine months of 2025, thereby confirming the preliminary figures announced on 24 October 2025.
In the third quarter of the 2025 financial year, LR Health & Beauty SE generated sales (revenue from goods sold) of EUR 66.0 million (previous year: EUR 69.4 million), bringing sales for the first nine months of 2025 to EUR 208.8 million (previous year: EUR 212.7 million). While market conditions in many regions remained characterized by weak consumer sentiment, two newly launched fragrance collections provided positive momentum in September.
EBITDA reported for the third quarter of 2025 amounted to EUR 2.9 million (Q3 2024: EUR 7.3 million), primarily impacted by lower sales and higher marketing and sales expenses. Consequently, EBITDA reported for the first nine months of 2025 came in at EUR 16.3 million (9M 2024: EUR 19.0 million). The normalized EBITDA reached EUR 3.8 million in the third quarter of 2025 (Q3 2024: EUR 8.7 million) and EUR 19.1 million for the nine-month period (9M 2024: EUR 23.1 million).
Outlook
Jörg Körfer, Chief Executive Officer (CEO) of LR Health & Beauty SE, commented:
“Our priority is to position the LR Group on a robust operational and financial footing for the future. In this context, we will develop a clear action plan to establish a solid financial base and strengthen the competitiveness of the LR Group through targeted strategic initiatives. Despite the current challenging market environment, we continue to see attractive potential in our product segments, which we intend to address even more effectively going forward.”
Based on the final results for the third quarter of 2025, LR confirms the sales and earnings guidance for the full year 2025 that was adjusted in October 2025. Accordingly, sales (revenue from goods sold) for the 2025 financial year are still expected to be in the range of EUR 276 million to EUR 281 million, and EBITDA reported is expected to remain between EUR 17.0 million and EUR 20.0 million.
LR Group
Under the motto “More quality for your life”, the LR Group – headquartered in the town of Ahlen/Westphalia – successfully produces and distributes various high-quality nutritional supplements and cosmetic products in 32 countries. As an attractive Social Commerce Company, LR supports the personal exchange in its community with efficient, digital solutions. The holistic tool “LR neo” offers the international partnership all business-relevant key figures and information for their LR business in one dashboard.
Since 1985, LR has been firmly established in the market as a “people business” with a focus on people and personal consultation. In times of changing working environments, the business model is particularly appealing to those who are looking for more flexibility, a better work-life balance and greater financial independence.
The processing of aloe vera has been one of LR’s core competencies for over 20 years. Only the leaf’s valuable inside is used for the products. In Ahlen, the company has built one of the most modern aloe vera production facilities for aloe vera drinking gels in Europe.
In the fall of 2009, LR founded the LR Global Kids Fund e.V., which supports disadvantaged children and their families in many countries around the world efficiently and without the usual red tape in cooperation with local institutions. For further information on our commitment to sustainability, please read our Sustainability Report.
LR currently has around 1,200 employees and hundreds of thousands of registered community members.
Contact:
PR Contact:
LR Health & Beauty SE
Almut Kellermeyer
Head of Corporate Communication
Kruppstraße 55
59227 Ahlen
Phone: +49(0)2382 7658-106
E-mail: a.kellermeyer@LRworld.com
https://ir.lrworld.com/
IR Contact:
cometis AG
Thorben Burbach
Unter den Eichen 7 | Building D
65195 Wiesbaden
Phone: +49(0)611 - 205855-23
Fax: +49(0)611 - 205855-66
E-mail: burbach@cometis.de
Ad-hoc Announcements
LR HEALTH & BEAUTY SE RECEIVES SUPPORTING VOTING INTENTIONS BY 69.57% OF THE ADJUSTED NOMINAL AMOUNT FOR TEMPORARY WAIVERS UNDER THE 2024/2028 BONDS
Ad-hoc Announcements - LR Health & Beauty SE | 2025-11-25 | 6.30 p.m.
Disclosure of an inside information according to Art. 17 of the Regulation (EU) No. 596/2014 (Market Abuse Regulation – MAR)
LR HEALTH & BEAUTY SE RECEIVES SUPPORTING VOTING INTENTIONS BY 69.57% OF THE ADJUSTED NOMINAL AMOUNT FOR TEMPORARY WAIVERS UNDER THE 2024/2028 BONDS
Ahlen, 25 November 2025 – Today, LR Health & Beauty SE (the “Company”) was informed that bondholders representing approximately 69.57% of the adjusted nominal amount of the Company’s 2024/2028 bonds (ISIN: NO0013149658) (the “Bonds”) had expressed their intention to vote in favour of the temporary waivers, relating to postponement of interest payments and non-compliance with the maintenance test (including the leverage covenant) for a period up to and including 28 February 2026, that were requested in the written procedure initiated by the Company on 14 November 2025 under the terms and conditions of the Bonds (the “Written Procedure”).
Under the Written Procedure, a quorum of at least 50% of the adjusted nominal amount of the Bonds and a voting majority of at least 66.67% (two-thirds majority) of the adjusted nominal amount of the holders of the Bonds participating in the Written Procedure is required. Deadline for voting is 15:00 hrs CET on 28 November 2025.
For further information regarding the Written Procedure, please refer to the notice of the written procedure which is accessible on the Company’s website at https://ir.lrworld.com/en/bond/.
IR contact:
cometis AG
Thorben Burbach
Unter den Eichen 7 | Gebäude D
65195 Wiesbaden
Phone: +49(0)611 - 205855-23
Fax: +49(0)611 - 205855-66
E-mail: burbach@cometis.de
End of inside information
BREACH OF LEVERAGE COVENANT / NO INTEREST PAYMENT / STANDSTILL NEGOTIATIONS WITH AN AD HOC GROUP OF BONDHOLDERS / APPOINTMENT OF A REPUTABLE FIRM TO SUPPORT A FINANCIAL RESTRUCTURING
Ad-hoc Announcements - LR Health & Beauty SE | 2025-10-20 | 8.17 p.m.
Disclosure of an inside information according to Art. 17 of the Regulation (EU) No. 596/2014 (Market Abuse Regulation – MAR)
BREACH OF LEVERAGE COVENANT / NO INTEREST PAYMENT / STANDSTILL NEGOTIATIONS WITH AN AD HOC GROUP OF BONDHOLDERS / APPOINTMENT OF A REPUTABLE FIRM TO SUPPORT A FINANCIAL RESTRUCTURING
Ahlen, 20 October 2025 – LR Health & Beauty SE (the “Company”) announced on 28 August 2025, that it intended to initiate discussions with the holders (the “Bondholders”) of the 2024/2028 bonds (ISIN: NO0013149658) (the “Bonds”) regarding a potential breach of the leverage covenant requiring the Company to maintain a ratio of net debt to EBITDA[1] of 4.50:1 as at 30 September 2025 (the “Leverage Covenant”).
Today, the board of the Company identified a breach of the Leverage Covenant and decided to enter into discussions with an ad hoc group of Bondholders with the objective to enter into a standstill undertaking. Furthermore, the Company decided to prioritize operations in the interest of all stakeholders and to defer interest payments. The standstill undertaking shall therefore comprise, inter alia, that Bondholders shall not derive any rights from the breach of the Leverage Covenant and from a non-payment of interest. The purpose of the standstill undertaking is to provide the Company with sufficient time to complete the assessment of the current situation and establish an appropriate action plan for the Company.
In light of the above, the board of the Company also decided today that a reputable firm shall be appointed to prepare a restructuring opinion to support the negotiations with the Bondholders and to identify appropriate measures in relation to its capital and financing structure in order to sustainably improve the group’s current financial position and to also provide for investment capacity.
IR contact:
cometis AG
Thorben Burbach
Unter den Eichen 7 | Gebäude D
65195 Wiesbaden
Phone: +49(0)611 - 205855-23
Fax: +49(0)611 - 205855-66
E-mail: burbach@cometis.de
[1] EBITDA, as defined in the terms and conditions for the Bonds which can be found on the Company’s website, https://ir.lrworld.com/en/bond/.
Potential breach of Leverage Covenant as at 30 September 2025 – Management Board intends to enter into discussions with bondholders of the 2024/2028 bond regarding a precautionary resolution on a waiver of compliance with the Leverage Covenant as at 30 September 2025 and an amendment to the bond terms; adjustment of EBITDA guidance for the financial year 2025
Disclosure of an inside information acc. to Art. 17 of the Regulation (EU) No. 596/2014 (Market Abuse Regulation – MAR)
LR Health & Beauty SE: Potential breach of Leverage Covenant as at 30 September 2025 – Management Board intends to enter into discussions with bondholders of the 2024/2028 bond regarding a precautionary resolution on a waiver of compliance with the Leverage Covenant as at 30 September 2025 and an amendment to the bond terms; adjustment of EBITDA guidance for the financial year 2025.
Ahlen, 28 August 2025 – The Management Board of LR Health & Beauty SE (“LR” or the “Company”) resolved today to initiate precautionary negotiations with the holders of the 2024/2028 bond (ISIN: NO0013149658) concerning a proposal to amend the bond terms. The background to this decision is a potential breach by the Company of the covenant under Clause 13.2 of the bond terms, pursuant to which the Company must ensure that net debt in relation to EBITDA does not exceed the threshold of 4.50:1 as at 30 September 2025 (“Leverage Covenant”). Clause 13.2.1 (iii) of the bond terms provides that the Leverage Covenant decreases from 4.75:1 to 4.50:1 with effect from 1 July 2025. Based on the valuation and calculation information currently available, though still preliminary in nature, the Management Board assumes that compliance with the Leverage Covenant on the review date of 30 September 2025 is unlikely. This is due to EBITDA developing less favourably than expected, primarily attributable to increased or increasing costs in the areas of marketing and sales.
The Management Board has therefore resolved to enter into precautionary negotiations with the bondholders regarding an amendment to the bond terms – in particular the Leverage Covenant – and, if necessary, to request their consent to a waiver of the Leverage Covenant as at 30 September 2025. Furthermore, the Management Board will in due course provide information on the further course of action concerning the nature and timing of any vote on an amendment to the bond terms.
Furthermore, the Management Board of the Company is adjusting the guidance for the financial year 2025 published on 25 April 2025. With regard to sales (revenue from goods sold), the Management Board now expects a stable development compared with the previous year. Previously, stable to moderately increasing sales had been forecast. EBITDA for the 2025 financial year is now expected to range between EUR 24.0 million and EUR 27.0 million – whereas the previous guidance anticipated significant EBITDA growth compared with the prior-year figure of EUR 27.3 million. The revision of the guidance is essentially due to increased or increasing costs in the areas of marketing and sales. This trend also continued in July, leading the Management Board to conclude that the previous guidance is unlikely to be achieved through catch-up effects or cost-saving measures.
IR Contact:
cometis AG
Thorben Burbach
Unter den Eichen 7 | Gebäude D
65195 Wiesbaden
phone: +49(0)611 - 205855-23
fax: +49(0)611 - 205855-66
email: burbach@cometis.de
End of inside information
Directors‘ Dealings
At the moment no news are available.