Eesti Energia AS (register code 10421629; “Eesti Energia”) hereby announces a public offering of Eesti Energia’s bonds (the “Offering”). The Offering is conducted on the basis of the prospectus approved by the Estonian Financial Supervision and Resolution Authority (the “EFSA”) on 19 May 2025 that has been published on the date of this announcement on the web pages of Eesti Energia and the EFSA. The public offering is carried out in Estonia.
Eesti Energia will hold an investor call on 23 May 2025 at 13:00 to introduce the company and the Offering. You can join the call via this link.
Main terms of the Offering
Eesti Energia offers publicly up to 100,000 bonds “EUR 5.00 EESTI ENERGIA BOND 25-2028”, with the nominal value of EUR 100 per one bond, the maturity date of 4 June 2028 and fixed interest rate of 5% per annum, payable quarterly. In case of oversubscription, Eesti Energia has the right to increase the volume of the Offering up to 500,000 bonds. The bonds are offered with the price of EUR 100 per one bond. The bonds will be issued in dematerialised form and will be registered in Nasdaq CSD SE under ISIN code EE0000001303.
The subscription period for the bonds will start on 20 May 2025 at 10:00 and will end on 30 May 2025 at 16:00. The Offering will be targeted to retail investors in Estonia.
The bonds are an unsecured and unsubordinated debt obligations of Eesti Energia. The liabilities arising from the bonds rank at least pari passu with all other unsecured and unsubordinated debt obligations of Eesti Energia. Further details of the Offering are described in the Prospectus.
The indicative timetable of the Offering
| Subscription period starts | 20 May 2025 at 10:00 |
| Subscription period ends | 30 May 2025 at 16:00 |
| Announcement of Offering results | on or about 2 June 2025 |
| Settlement of Offering | on or about 4 June 2025 |
| Expected first trading day | on or about 5 June 2025 |
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 investor |
| Securities account: | Number of the investor’s securities account |
| Custodian: | Name of the investor’s custodian |
| Security: | EUR 5.00 EESTI ENERGIA BOND 25-2028 |
| ISIN code: | EE0000001303 |
| Amount of securities: | Amount of securities the investor wishes to subscribe |
| Price (per bond): | EUR 100 |
| Transaction amount: | The amount of securities the investor wishes to subscribe multiplied by Price (per bond) |
| Counterparty: | Eesti Energia AS |
| Securities account of the counterparty: | 99113531998 |
| Custodian of the counterparty: | AS LHV Pank |
| Value date: | 4 June 2025 |
| Type of settlement: | „delivery versus payment“ |
Listing and admission to trading
Eesti Energia has submitted an application to Nasdaq Tallinn AS for the listing and admission to trading of Eesti Energia's bonds in the Baltic Bond List of Nasdaq Tallinn Stock Exchange. The expected date of listing and admission to trading is 5 June 2025 or a date close to that. While every effort will be made and due care will be taken in order to ensure the admission to trading of the bonds, Eesti Energia cannot ensure that the bonds will be admitted to trading.
Availability of the Prospectus and bond terms
The prospectus has been published and can be obtained in electronic format from Eesti Energia’s website https://www.enefit.com/et/ettevottest/investorile and the website of the EFSA https://www.fi.ee. Eesti Energia’s bond terms have been published and can be obtained in electronic format from Eesti Energia’s website https://www.enefit.com/et/ettevottest/investorile.
Before investing into the bonds, we ask you to acquaint yourself with the prospectus and the terms of the bonds in full and if necessary, consult with an expert.
Danel Freiberg
Head of Treasury and Financial Risk Management
Phone: +372 5594 3838
E-mail: danel.freiberg@energia.ee
Important information
This notice is an advertisement for securities within the meaning of the Regulation No 2017/1129/EU of 14 June 2017 of the European Parliament and of the Council European Parliament and does not constitute an offer to sell bonds or an invitation to subscribe to bonds. An offer to subscribe to bonds should be made and each investor should make any decision to invest in the bonds only on the basis of the information contained in the prospectus. The approval of the prospectus by the EFSA is not considered to be a recommendation for Eesti Energia’s bonds.
The information contained in this notice is not intended to be published, distributed or transmitted, in whole or in part, directly or indirectly, in the United States, Canada, Hong Kong, Japan, Singapore, South Africa, or in any other country or under any circumstance where publication, sharing or transmission would be unlawful. The bond of Eesti Energia 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.