IMPORTANT:This website is intended for professional and sophisticated investors only. It does not constitute financial advice. Capital is at risk.

Hygiacura Senior Fixed Rate Notes

A summary of the principal terms of the Hygiacura Finance Limited Senior Fixed Rate Notes (ISIN: GB00BWRQXL60). This page is for informational purposes only and does not constitute an offer to sell securities.

IssuerHygiacura Finance Limited (Co. No. 16888708)
InstrumentSenior Fixed Rate Notes
ISINGB00BWRQXL60
FISNHYGIACURA FIN LTD 8.175% 2029
Total Issue SizeUp to £3,000,000 outstanding at any time
Denomination£100,000 per Note
Interest Rate8.175% per annum, fixed
Interest Payment DatesSemi-annually on 30 June and 31 December each year
Issue Date31 January 2026
Maturity Date31 December 2029
StatusSenior, unsubordinated obligations of the Issuer
Governing LawEngland and Wales
ListingVienna MTF (Wiener Börse AG) — not a regulated market under MiFID II
StructureStandalone issue with provision for subsequent Top-Up tranches under the same ISIN
Top-Up MechanismFurther tranches may be issued under the same ISIN, provided aggregate outstanding principal does not exceed £3,000,000
SettlementRegistration in the Issuer's register. The Issuer may migrate to a recognised clearing system in due course.
TransferabilityFreely transferable. Transfer must be notified to the Issuer for registration. Title passes upon registration.
Eligible InvestorsProfessional and qualified investors only. No public offer. Not available to U.S. persons.
Security Framework

The Issuer may grant security interests in favour of Noteholders, which may include a pledge or fixed charge over the shares of Hygiacura Facilities Management and security over present and future accounts receivable and debtor balances of that subsidiary. Until such security is formally granted and perfected, the Notes constitute senior unsecured obligations.

Status & Ranking

The Notes constitute senior, unsubordinated obligations of Hygiacura Finance Limited and rank pari passu with all other present and future unsecured and unsubordinated obligations of the Issuer, save for those preferred by law.

Request the Information Memorandum

Qualified professional investors may request the full Information Memorandum by contacting our investor relations team.

Contact Investor Relations

How Capital is Deployed

Net proceeds from the issue of the Notes will be applied to the following purposes:

PurposeDescription
Strategic AcquisitionsFunding identified acquisition targets, including an initial transaction at £450,000 consideration, projected to contribute c. £150,000 EBITDA per annum at a 3.0x acquisition multiple.
Working CapitalSupporting the operational and liquidity requirements of Hygiacura Facilities Management and the wider group.
RefinancingOptimising the group's balance sheet through the refinancing of existing debt obligations where appropriate.
Non-Cash ConsiderationNotes may be issued at their issue price as non-cash consideration in connection with acquisitions, satisfied otherwise than in cash.

Key Risk Factors

Investment in the Notes involves significant risks. The following risk factors are not exhaustive. Prospective investors should read the full Information Memorandum and seek independent legal, financial, and tax advice before investing. Your capital is at risk and you may lose some or all of your investment.

HIGH — Credit Risk

Issuer Credit Risk

The Notes are obligations solely of Hygiacura Finance Limited. The Issuer's ability to meet interest and principal payments depends entirely on its financial condition and the successful execution of its acquisition strategy. There is no guarantee that revenues will be sufficient to service the Notes.

HIGH — Structural Risk

Structural Subordination

Hygiacura Finance Limited is a holding SPV. Creditors of the operating subsidiary, Hygiacura Facilities Management, rank senior to the Issuer's claims on that subsidiary's assets. In an insolvency scenario, Noteholders may recover little or nothing.

HIGH — Governance Risk

Concentrated Governance

The Issuer is managed by a single director who is also the ultimate beneficial owner. This concentration of control creates meaningful keyman and governance risk. There are no independent directors or formal oversight committees at the Issuer level.

HIGH — Security Risk

Security and Enforcement Risk

Any security granted in favour of Noteholders may be insufficient, unenforceable, or subject to delay in the event of an insolvency. Until security is formally granted and perfected, the Notes are senior unsecured obligations with no collateral backing.

MEDIUM — Liquidity Risk

Liquidity and Secondary Market Risk

Admission to the Vienna MTF does not guarantee that an active secondary market will develop. Investors should assume these Notes are illiquid and that they may not be able to sell their holding prior to maturity except on unfavourable terms, if at all.

MEDIUM — Interest Rate Risk

Fixed Interest Rate Risk

As a fixed-rate instrument, the market value of the Notes may decline if prevailing interest rates rise above 8.175%. Investors who sell before maturity may realise a loss. However, investors who hold to maturity will receive the fixed coupon and principal as scheduled, subject to Issuer solvency.

MEDIUM — Regulatory Risk

Regulatory and Legal Risk

Changes in law or regulation — including insolvency law, financial services regulation, or tax legislation in England and Wales — may adversely affect the Issuer, the security framework, or the value and tax treatment of the Notes.

MEDIUM — Acquisition Risk

Target Valuation and Execution Risk

The Issuer's financial model depends on acquiring businesses at or below a 3.0x EBITDA multiple. Future acquisition targets may not meet this benchmark, may underperform projected EBITDA, or may not be identified at all, which could impair the projected interest coverage margin.

MEDIUM — Settlement Risk

Settlement and Clearing Risk

No central securities depository (CSD) is currently appointed. Settlement occurs via an issuer-maintained register of bondholders. The Issuer may migrate to a recognised clearing system in due course, but there is no obligation or timeline to do so.

MEDIUM — Prospectus Risk

Non-Prospectus Status

This offering does not constitute a prospectus within the meaning of Regulation (EU) 2017/1129 or equivalent legislation. No regulatory authority has reviewed or approved the Information Memorandum. Investors have fewer statutory protections than they would under a regulated prospectus offering.

Frequently Asked Questions

Important Legal Information

This webpage has been prepared by Hygiacura Finance Limited (Company No. 16888708, incorporated in England and Wales) for informational purposes only and in connection with its private placement of Senior Fixed Rate Notes (ISIN: GB00BWRQXL60). It does not constitute a prospectus within the meaning of Regulation (EU) 2017/1129 or the UK Prospectus Regulation. No regulatory authority has reviewed, approved, or endorsed this document or the offering described herein.

This information is directed solely at persons who are professional clients or eligible counterparties as defined under MiFID II or equivalent applicable legislation, and who are qualified investors within the meaning of applicable law. It is not intended for and must not be acted upon by retail investors or any person who does not meet the applicable investor eligibility criteria.

The Notes have not been, and will not be, registered under the U.S. Securities Act of 1933 (as amended), and may not be offered, sold, or delivered, directly or indirectly, within the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the Securities Act).

Investment in the Notes involves significant risk, including the risk of loss of all capital invested. The value of investments and any income from them may fall as well as rise. Prospective investors should read the full Information Memorandum in its entirety, and should seek independent legal, financial, and tax advice, before making any investment decision. This webpage is a summary only and is subject in all respects to the terms of the Information Memorandum.

Hygiacura Finance Limited · Company No. 16888708 · Registered in England and Wales · Issue Date: 31 January 2026