Hepsor AS (registry code 12099216, address Järvevena tee 7b, 10112, Tallinn, Estonia; Hepsor) announces the public offering of the second series of Bonds (Offering) under its EUR 20 million bond programme (Programme). Through the Offering, Hepsor will raise up to EUR 3 million with an option to increase the volume to up to EUR 5 million. The Offering will be conducted on the basis of the base prospectus (Prospectus) prepared by Hepsor and approved by the Estonian Financial Supervision Authority (EFSA) on 10 November 2025, and the prospectus supplement (Prospectus Supplement) approved on 21 August 2026, which have been published as of the date of this notice on the websites of Hepsor and EFSA. The Offering is addressed to retail and institutional investors in Estonia, Latvia and Lithuania.
The main conditions of the Offering
| Issuer | Hepsor AS |
| Security | EUR 9.50 Hepsor AS bond 26-2029 |
| Type of Security | Unsecured and unsubordinated bond |
| Series Number | 2 |
| ISIN | EE0000005213 |
| Type of Offering | Public offering to retail and institutional investors in Estonia, Latvia and Lithuania. |
| Issue Volume | EUR 3 million with an option to increase to up to EUR 5 million |
| Nominal Value | EUR 1,000 |
| Interest Rate | 9.50% per annum |
| Financial Covenant | – The equity ratio must be at least 20% at all times;
– to ensure minimum liquidity at all times for at least the next interest payment. |
| Interest Payments | Quarterly (11 December, 11 March, 11 June and 11 September) (except 11 September 2026) |
| Subscription Period | 25 August 2026, 10:00 – 4 September 2026, 15:30 |
| Value Date | 11 September 2026 |
| Maturity Date | 11 September 2029 |
| Application for Admission to Trading | Nasdaq Tallinn Stock Exchange Baltic Bond List |
| First Trading Day | On or around 14 September 2026 |
| Prospectus Approved | 10 November 2025 by the Estonian Financial Supervision Authority; supplemented by the Prospectus Supplement approved by the Estonian Financial Supervision Authority on 21 August 2026 |
| Arranger | AS LHV Pank |
| Legal Adviser | Ellex Raidla Law Firm |
Bonds are unsecured and unsubordinated. This means that they are not secured by any pledged assets or other collateral, and investors’ claims do not have priority over Hepsor’s other liabilities.
The proceeds from the second series Offering will be used to finance real estate development projects in Latvia as well as the construction of the Manufaktuuri Quarter and Veski Centre in Estonia. If Hepsor decides to increase the Offering volume, the remaining proceeds may be directed to other Hepsor’s development projects.
Further details of the Offering are described in the Prospectus, the Prospectus Supplement and the Prospectus summary.
Indicative schedule of the Offering
| Beginning of subscription period | 25 August 2026 at 10:00 |
| End of subscription period | 4 September 2026 at 15:30 |
| Announcement of Offering results | 7 September 2026 or thereabouts |
| Settlement of the Offering | 11 September 2026 or thereabouts |
| First day of trading on the Nasdaq Tallinn Stock Exchange Baltic Bond List | 14 September 2026 or thereabouts |
Submission of subscription orders
In order to subscribe to the bonds as part of the Offering, the investor must have a securities account with the account operator of the Nasdaq CSD SE Estonian branch or with a financial institution that is a member of Nasdaq Riga or Nasdaq Vilnius stock exchange.
An investor wishing to subscribe to the bonds must contact the account operator that manages the securities account of the respective investor or the relevant financial institution and submit a subscription order in the form below to mark the bonds during the offer period. By submitting a subscription order, the investor authorises the account operator or the relevant financial institution that manages the current account associated with the investor’s securities account to immediately block the total amount of the transaction in the investor’s current account until settlement is completed or the funds are released in accordance with the conditions set out in the Prospectus.
| Securities Account Holder: | Name of the investor |
| Securities Account: | Investor’s securities account number |
| Account Operator: | Name of the investor’s account operator |
| Security: | EUR 9.50 Hepsor AS bond 26-2029 |
| ISIN Code: | EE0000005213 |
| Number of Securities: | Number of Bonds the investor wishes to subscribe for |
| Price (per Bond): | EUR 1,000 |
| Transaction Amount: | Number of Bonds the investor wishes to subscribe for, multiplied by the price (per Bond) |
| Transaction Counterparty: | Hepsor AS |
| Counterparty’s Securities Account: | 99102109519 |
| Counterparty’s Account Operator: | AS LHV Pank |
| Transaction Value Date: | 11 September 2026 |
| Transaction Type: | “delivery versus payment“ |
Admission of Hepsor Bonds to Trading
Hepsor requests that the operator of the Tallinn Stock Exchange admit the bonds issued as part of the Offer to trading on the Baltic Bond List. Although Hepsor makes every effort to ensure that its bonds are admitted to trading, Hepsor cannot guarantee the admission of its bonds to trading.
Availability of the Prospectus
The Pospectus, the Prospectus Supplement and the summary have been made public and are available in electronic form on Hepsor’s website at https://hepsor.ee/en/for-
Investor Event
Hepsor will host a webinar to introduce the company’s activities, development portfolio and the public offering of the second series of bonds under the Hepsor AS bond programme on 27 August 2026 at 13:00-14:00 and at 15:00-16:00. The webinar links will be activated shortly before the start of the respective webinar. The webinar will be recorded and the recording will be published on Hepsor AS’s website after the event: https://hepsor.ee/en/for-
Before investing in bonds, we ask that you familiarise yourself with the Prospectus, the Prospectus Supplement, Prospectus summary, the bond terms and conditions, and the final terms and conditions in their entirety, and consult with an expert, if necessary.
