Arco Vara AS public bond offering announcement

Arco Vara AS hereby announces the public offering of its bonds. The offering will be carried out on the basis of the prospectus approved by the Estonian Financial Supervision Authority on 8 September 2025, which has been published on the date of this announcement on the websites of Arco Vara and the Estonian Financial Supervision Authority. The unsecured and unsubordinated bonds are publicly offered only in Estonia.

Main terms of the offering

IssuerArco Vara ASSecurityEUR 8.80 ARCO VARA VÕLAKIRI 25-2028Type of securityUnsecured and unsubordinated bondISINEE0000002244Type of offeringPublic offering to retail and institutional investors in Estonia, targeted offering to institutional investors in Latvia and LithuaniaIssue volumeEUR 10 million, with the possibility to increase up to EUR 15 millionNominal valueEUR 100Interest rate8.8% per annumInterest paymentsQuarterly (24 September, 24 December, 24 March, and 24 June)Subscription period10 September 2025, 10:00 – 19 September 2025, 16:00 (Estonian time)Value date24 September 2025Maturity date24 September 2028Admission to tradingApplication to Nasdaq Tallinn Stock Exchange Baltic Bond ListFirst trading dayon or about 25 September 2025Prospectus approved08.09.2025 by the Estonian Financial Supervision AuthorityCovenantsEquity ratio ≥35% of total assets;
Ownership in subsidiaries ≥75%;
Real estate may not be sold or disposed of below market valueArrangersRedgate Capital and LHVLegal advisorLaw Firm WIDEN

The bonds are unsecured and unsubordinated. This means that any pledged assets or other collateral do not secure the bonds, and the bondholders’ claims are not preferred over other obligations. The bondholders’ claims rank pari passu with all other unsecured and unsubordinated obligations of Arco Vara AS. In the event that the issuer experiences financial difficulties, the bondholders’ claims will be satisfied on equal terms together with other creditors of the same ranking.

Offering timetable

10.09.2025 at 10.00Beginning of the subscription period for the bonds19.09.2025 at 16.00*End of the subscription period for the bonds22.09.2025Disclosure of the allocation results of the bonds24.09.2025 or around that dateTransfer of the bonds to investors’ securities accounts25.09.2025 or around that dateFirst trading day of the bonds on Nasdaq Tallinn Stock Exchange Baltic Bond List

*The custodian may set an earlier deadline for submitting subscription orders.

Submission of subscription orders
In order to subscribe for the bonds during the Offering, an investor must have a securities account with a Nasdaq CSD SE Estonian branch (hereinafter Nasdaq CSD) account operator. An investor wishing to subscribe for the bonds should contact its securities account custodian and submit the subscription undertaking during the offering period in the form indicated below. By submitting the subscription undertaking, an investor authorises the custodian who operates the investor’s current account connected to its securities account to immediately block the whole transaction amount on the investor’s current account until the settlement is completed or funds are released in accordance with the terms set out in the prospectus.

Owner of the securities account:Name of the investorSecurities account:Number of the investor’s securities accountCustodian:Name of the investor’s custodianSecurity:EUR 8.80 ARCO VARA VÕLAKIRI 25-2028ISIN code:EE0000002244Amount of securities:Amount of securities the investor wishes to subscribePrice (per bond):EUR 100Transaction amount:The amount of securities the investor wishes to subscribe multiplied by Price (per bond)Counterparty:Arco Vara ASSecurities account of the counterparty:99113562556Custodian of the counterparty:AS LHV PankValue date:24 September 2025Type of settlement:„delivery versus payment“

Availability of the prospectus and bond terms
The prospectus and the terms and conditions of the bonds have been published and are available in electronic form on Arco Vara’s website at https://arcovara.com/en/for-investors/ and on the website of the Estonian Financial Supervision Authority at https://www.fi.ee.

Investor event
In connection with the public bond offering, Arco Vara will host an autumn investor event on 10 September 2025 in Lutheri Quarter, Tallinn, where real estate market trends will be discussed, as well as an overview of Arco Vara’s operations and future plans will be presented. The event will also provide a more detailed introduction to the bond terms, and participants will have the opportunity to visit the Lutheri Quarter development project on site. The event is free of charge and open to all interested parties. Registration for the investor event is available here: https://forms.gle/FsHyWTocEQbiBVgX7

Before investing in Arco Vara AS bonds, please read the prospectus and bond terms, and consult with an expert if necessary. This announcement is for information purposes only. It should not be considered as an offer to sell or a solicitation of an offer to buy bonds or an invitation to subscribe to bonds.The bonds of Arco Vara AS will be publicly offered only in Estonia and the sale or offer of the bonds shall not take place in any jurisdiction where such offer, invitation or sale would be unlawful without the exception or qualification of law.

Darja Bolshakova
CFO
Arco Vara AS
[email protected]

Attachments

Arco Vara AS võlakirjade 25-2028 kokkuvõteArco Vara AS võlakirjade 25-2028 tingimusedProspekt (Arco Vara võlakirjad 8.8 25-2028) 2025-09-08Investor Presentation - Arco Vara Bonds 2025