Volta SKAI OÜ (registry code 16359341, address Maakri tn 19/1, 10145, Tallinn, Estonia; Volta SKAI) established a secured note programme (the Programme) in September 2025 in the total amount of EUR 30 million. The first and second issuances of notes issued under the program with a nominal value of EUR 1000, interest rate of 10,00% per annum and with a maturity date of 1 October 2027 (the Notes) raised EUR 8 million and EUR 4 million, respectively. Volta SKAI hereby announces an additional issuance of the Notes (the Offering). Volta SKAI will raise up to EUR 3.5 million in the course of the Offering. In case of oversubscription, Volta SKAI reserves the right to increase the issue volume to up to EUR 5 million. The Offering will be conducted on the basis of the base prospectus prepared by Volta SKAI and approved by the Estonian Financial Supervision Authority (EFSA) on 8 December 2025, which has been supplemented with supplement no 1 approved by the EFSA on 23 February 2026, which both are published on the websites of Volta SKAI and EFSA on the date of this announcement (hereinafter collectively the Prospectus). The Offering is addressed to retail and institutional investors in Estonia, Latvia, and Lithuania.
The main conditions of the Offering
| Issuer | Volta SKAI OÜ |
| Security | EUR 10.00 VOLTA SKAI SECURED NOTE 25-2027 |
| Security Type | Secured note |
| ISIN | EE0000002475 |
| Type of offering | Public offering for retail and institutional investors in Estonia, Latvia, and Lithuania. |
| Issue volume | up to EUR 3.5 million |
| Issue price | EUR 1,041.04 (including accrued but unpaid interest) |
| Interest rate | 10.00% per annum |
| Yield | 8.5% per annum (assuming the Notes are not redeemed prematurely and that the investor holds the Notes until the Maturity Date) |
| Interest payments | Quarterly (1 January, 1 April, 1 July, and 1 October) |
| Subscription period | 25 February 2026 at 10:00 (EET) until 4 March at 15:30 (EET) |
| Value Date | 11 March 2026 |
| Maturity Date | 1 October 2027 |
| Request for admission to trading | Bond List of the multilateral trading facility First North operated by Nasdaq Tallinn |
| First trading day | on or about 12 March 2026 |
| Prospectus approved | 8 December 2025 by the EFSA as supplemented with supplement no 1 approved by the EFSA on 23 February 2026 |
| Arranger | AS LHV Pank |
| Sales Agent | AS Redgate Capital |
| Legal Adviser | Ellex Raidla Advokaadibüroo OÜ |
| Collateral Agent | Advokaadibüroo Hedman Partners & CO OÜ |
The Notes are secured, i.e. they are secured by a first ranking mortgage on the Volta SKAI property (Krulli 10, Tallinn).
The capital raised through the Notes will be directed to the development of Volta SKAI, a high-rise building project in North Tallinn’s popular development district. Featuring two towers, each rising 12 stories, the Volta SKAI development is set to become a striking new landmark in the area, offering panoramic views of Tallinn Bay and the Old Town.
Further details of the Offering are described in the Prospectus and in the summary of the Prospectus.
Indicative schedule of the Offering
| Beginning of the subscription period | 25 February 2026 at 10:00 |
| End of the subscription period | 4 March 2026 at 15:30 |
| Publication of the results of the Offering | on or about 9 March 2026 |
| Settlement | on or about 11 March 2026 |
| First day of trading on the Bond List of multilateral trading facility First North | on or about 12 March 2026 |
Submission of subscription orders
In order to subscribe to the Notes 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 Notes 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 Notes 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.
| Holder of the securities account: | Investor’s name |
| Securities account: | Investor’s securities account number |
| Account operators: | Name of the investor’s account operator: |
| Security: | EUR 10.00 VOLTA SKAI SECURED NOTE 25-2027 |
| ISIN code: | EE0000002475 |
| Number of securities: | the number of notes to which the investor wants to subscribe |
| Price (per note): | EUR 1,041.04 |
| Transaction amount: | the number of notes to which the investor wants to subscribe, multiplied by the price (per note) |
| Counterparty to the transaction: | AS LHV Pank |
| Securities account of the counterparty to the transaction: | 99104086627 |
| Account operator for the counterparty to the transaction: | AS LHV Pank |
| Transaction value date: | 11 March 2026 |
| Type of transaction: | ‘transfer of securities against payment’ |
Admission to trading of the Notes
Nasdaq Tallinn Stock Exchange approved on 11 December 2025 Volta SKAI’s application for the admission to trading of all Notes issued under the Programme on the Bond List of the multilateral trading facility First North. Volta SKAI has applied for the admission to trading of the Notes issued in this series. The expected date of admission to trading of the Notes is on or about 12 March 2026.
Availability of the Prospectus
The Prospectus together with the summary of the Prospectus and the final terms have been made public and are available in electronic form on Volta SKAI´s investor website at https://investor.endover.ee/eng and on the EFSA’s website at https://www.fi.ee. The terms and conditions of Volta SKAI Notes have been made public and are available in electronic form on Volta SKAI´s investor website at https://investor.endover.ee/eng.
Before investing in the Notes, we ask that you familiarise yourself with the Prospectus, its summary, the terms and conditions, and the final terms in their entirety, and consult with an expert, if necessary.
