Verve Group: Exploring a 50 MEUR bond tap
Summary
- Verve Group announced its intention to issue 50 MEUR in subsequent bonds to strengthen liquidity and capitalize on business momentum, though this remains an intention rather than a firm commitment.
- The move confirms previous observations of weak cash flow generation in Q4'25, with increased net working capital of 18.5 MEUR and free cash flow to the firm (FCFF) falling below expectations.
- Concerns arise as the company's adjusted pro forma leverage ratio of 3.1x exceeds its long-term target range, adding to an already significant debt burden of 446 MEUR.
- No immediate changes to estimates are made, with assumptions to be revisited in connection with the Q4’25 report at the latest.
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Verve announced this morning its intention to issue 50 MEUR in subsequent bonds, which the company states is aimed at strengthening liquidity and capitalizing on current business momentum. In our view, the announcement confirms the weak cash flow generation we have previously highlighted. As the bond tap currently reflects an intention rather than a firm commitment, we make no immediate changes to our estimates. We will revisit our assumptions in connection with the Q4’25 report at the latest.
Intention to issue 50 MEUR in subsequent bonds
Verve announced on Monday that it has mandated banks to arrange investor meetings for an intended placement of subsequent bonds in an expected total nominal amount of 50 MEUR. The issue is planned under the terms of the company’s existing senior unsecured floating rate bonds and falls within its 650 MEUR framework. According to the company, the purpose of the issue is to strengthen its liquidity position further to support potential investment opportunities and capitalize on the business momentum seen following its Q4'25 performance.
Move confirms weak Q4 cash flows
The decision to seek additional debt funding confirms our previous observations regarding weak cash flow generation toward the end of 2025. Verve noted that the revenue growth in Q4'25, combined with the integration of acquired entities, resulted in an increased net working capital of 18.5 MEUR. We previously estimated that FCFF in Q4 remained very weak, landing well below the comparison period and our expectations.
Increasing leverage remains a concern for investors
While management views this as a proactive step to remain agile, increasing leverage is not what investors want to see at this stage, considering the already elevated levels. Verve’s adjusted pro forma leverage ratio stood at 3.1x at the end of 2025, which remains above its long-term target range of 1.5-2.5x. Although the intended issue is within the existing 650 MEUR framework, it adds to a debt burden that already saw net debt increase to 446 MEUR in the previous quarter. We maintain caution regarding this development, as the company still has much to prove regarding its cash flow conversion and ability to deleverage through organic means. This announcement does not lead to any immediate changes in our current estimates at this point.
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Verve (Ticker: VER) is a fast-growing, profitable, digital media company that provides AI-driven ad-software solutions. Verve matches global advertiser demand with publisher ad-supply, enhancing results through first-party data from its own content. Aligned with the mission, “Let’s make media better,” the company focuses on enabling better outcomes for brands, agencies, and publishers with responsible advertising solutions, with an emphasis on emerging media channels. Verve’s main operational presence is in North America and Europe. Its shares are listed on the Nasdaq First North Premier Growth Market in Stockholm and the Scale segment of the Frankfurt Stock Exchange. The company has three secured bonds listed on Nasdaq Stockholm and the Frankfurt Stock Exchange Open Market.
Read more on company pageKey Estimate Figures27.01.
| 2024 | 25e | 26e | |
|---|---|---|---|
| Revenue | 437.0 | 550.9 | 705.3 |
| growth-% | 35.7 % | 26.1 % | 28.0 % |
| EBIT (adj.) | 107.1 | 100.3 | 131.9 |
| EBIT-% (adj.) | 24.5 % | 18.2 % | 18.7 % |
| EPS (adj.) | 0.24 | 0.20 | 0.38 |
| Dividend | 0.00 | 0.00 | 0.00 |
| Dividend % | |||
| P/E (adj.) | 12.8 | 6.3 | 3.4 |
| EV/EBITDA | 7.3 | 5.4 | 4.0 |
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