Spinnova has signed a binding 1.5-million-euro ($1.7 million) loan agreement to provide bridge financing to Portuguese yarn spinner Tearfil, a longtime development partner the Finnish fiber technology company is considering acquiring.
The agreement, announced Sept. 30, formalizes financing outlined Sept. 17, when Spinnova disclosed a nonbinding letter of intent to acquire all of Tearfil’s shares. The company said the signed loan agreement retains the key terms previously announced.
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The financing will help cover Tearfil’s operating costs during its debt restructuring, Spinnova said. The mill is using a Portuguese court process known as PER, which lets it negotiate with creditors without suspending operations.
Spinnova’s initial purchase valuation for Tearfil is 500,000 euros—about $567,000—payable in cash and Spinnova shares. The companies are targeting completion in the first quarter of 2027, subject to due diligence, Spinnova board approval, final approval of Tearfil’s restructuring plan and definitive agreements.
“Tearfil has been an important partner for Spinnova, playing a key role in advancing Spinnova fiber toward commercial applications,” Janne Poranen, CEO of Spinnova, said in the Sept. 17 statement. “Bringing these capabilities into Spinnova would strengthen our ability to support broader adoption of Spinnova fiber and advance the commercial scaling of our technology.”
The September terms set repayment at one year after the money is paid out, with interest at the 12-month Euribor rate plus 2 percentage points. Provisions could require earlier repayment if Spinnova opts out of the purchase.
Spinnova and Tearfil signed a yarn development agreement in June 2023, choosing the Portuguese spinner’s Guimarães mill as the site for Spinnova’s research and development yarn-spinning line.
Spinnova had originally planned to install the line in Jyväskylä, Finland. Moving it to Portugal gave the company access to Tearfil’s spinning expertise and the surrounding textile industry, while reducing expected capital and operating costs. Tearfil would operate the equipment, while Spinnova would use part of its capacity for product development.
The line was inaugurated in May 2024 with machinery supplied by Rieter. It allows the partners to test Spinnova fiber and develop yarns for different textile applications, work intended to help manufacturers process the material at commercial scale.
In January 2026, the partners signed another nonbinding letter of intent, this time to secure fiber volumes from Spinnova. Tearfil, which has operated since 1973, said it would bring yarn blends containing the fiber to the European market.
Spinnova has also been testing other feedstocks. In August 2023, Business Finland awarded it a grant of up to 1.9 million euros (about $2.2 million) to develop pilot-scale production using textile and agricultural waste. That work included a refining setup for processing waste and recycling Spinnova’s own fiber.
The Tearfil financing comes as Spinnova advances plans to enter the U.S. public markets.
At an extraordinary general meeting on Sept. 28, shareholders approved a U.S. initial public offering and dual listing on the Nasdaq Capital Market. They also authorized the board to issue up to 45.9 million shares in connection with the listing, which was approximately 87.7 percent of the company’s existing share count as of the meeting notice issued Sept. 4.
That authorization runs through Feb. 28, 2027. It gives the board authority to determine the offering’s terms; it does not mean those shares have already been issued.
Spinnova said Sept. 22 that it expected the dual listing to be completed in the fourth quarter of 2026, subject to Nasdaq approval, applicable listing requirements and market conditions. Its shares will continue trading on Nasdaq First North Growth Market Finland regardless of whether the U.S. listing proceeds.
