Public offering of Bigbank subordinated bonds

The general objective of this offering is to strengthen the regulatory own funds structure of Bigbank and its subsidiaries (the Group) and ensure stable access to additional capital to finance the Group’s business operations and growth.

Bigbank plans to use the proceeds from the bond issue to repay or refinance existing subordinated bonds, provided that the Bank is entitled to redeem such bonds early in accordance with the applicable bond terms.

The proceeds may also be used to cover the additional credit risk arising from the growth of the Group’s corporate and home loan portfolios in Estonia, Latvia, and Lithuania, as well as to meet regulatory capital requirements.

Subordination affects the order in which claims are paid if Bigbank becomes insolvent. Holders of subordinated bonds rank behind holders of unsubordinated claims, as specified in the Terms and Conditions.

The public offering is open to all retail and professional investors in Estonia, Latvia, and Lithuania. Detailed information is available in the Prospectus and Final Terms.

To subscribe for the bonds, you must have a securities account with an account operator of Nasdaq CSD or with a financial institution that is a member of the Nasdaq Riga or Nasdaq Vilnius stock exchange.
 
In Estonia, submit your subscription order during the subscription period through the account operator managing your securities account.
 
In Latvia and Lithuania, submit your subscription order during the subscription period through the relevant financial institution, following its submission requirements and the terms of the Prospectus.
 
Please check with your account operator or financial institution whether it accepts subscription orders for this offering and how to submit your order.
 
Estonia
Please refer to the complete list of securities account operators.

Latvia
Please refer to the full list of exchange members.

Lithuania
Please refer to the full list of exchange members.

Yes. All legal entities subscribing to the bonds must have a valid LEI code. Banks and account operators may refuse to accept subscription orders from legal entities that do not possess a valid LEI code.

The nominal value is EUR 1,000 per bond.

The annual interest rate is 6.5%, calculated on a 30/360 basis. For each bond with a nominal value of EUR 1,000, the interest payment for a full three-month period is EUR 16.25 before any applicable tax.

Interest payments are scheduled for 15 March, 15 June, 15 September, and 15 December. Interest starts accruing on 26 November 2026, with the first payment scheduled for 15 March 2027. The first interest payment will be higher and the final payment lower than the regular quarterly amount, as they cover a longer and a shorter period, respectively.

During the offering, Bigbank is offering up to 15,000 unsecured subordinated bonds. In the case of oversubscription, the volume may be increased to 25,000 bonds. This corresponds to a total offering value of up to 15 million euros, which may be increased to 25 million euros.

In the event of oversubscription, Bigbank has the right to increase the issue volume to up to 25 million euros.

When allocating bonds, Bigbank reserves the right—but is not obligated—to give priority over other investors to customers who, as at 18 November 2026, hold a current account with Bigbank in their own name. If mathematically feasible, each retail investor is guaranteed a minimum allocation of 2 bonds, corresponding to a total of EUR 2,000.

Further information on the allocation of bonds in the offering is available in the Prospectus.

Bigbank will submit an application to Nasdaq Tallinn AS for the admission to trading of all bonds issued during the Offering on the Baltic Bond List of the Nasdaq Tallinn Stock Exchange. The expected date of admission to trading is on or about 27 November 2026. 

While every effort will be made and due care will be taken to ensure the admission to trading of the unsecured subordinated bonds, Bigbank cannot guarantee that the bonds will be admitted to trading.

The bonds have a maturity of 10 years, meaning the principal is repaid at the end of that term—unless redeemed earlier.

However, once admitted to trading on the Baltic Bond List of the Nasdaq Tallinn Stock Exchange, the bonds can be offered for sale on the exchange before maturity. A sale depends on market liquidity and the availability of a buyer, and the sale price may differ from the nominal value. Selling the bonds is not the same as repayment of the principal by Bigbank.

Additionally, Bigbank has the right to redeem the bonds early at their nominal value at any time from the fifth anniversary of the issue date, subject to the approval of the Financial Supervision and Resolution Authority.

Yes, you can. If you subscribe to the bonds through an investment account or a pension investment account, you must notify Bigbank at least 15 days before the first interest payment using the notification form on our website.

Yes. Bigbank withholds income tax from interest payments made to Estonian tax resident individuals in accordance with the laws of the Republic of Estonia. However, income tax is not withheld from interest payments made to legal entities or non-residents.  

If you are an Estonian tax resident individual and have purchased the bonds through an investment account or a pension investment account, income tax will not be withheld if you notify Bigbank at least 15 days before the first interest payment using the notification form on our website. 

Further details are available in the Prospectus. 

The results and allocation of the bond offering will be announced on or around 23 November 2026 via a stock exchange announcement available on the Nasdaq Baltic website and Bigbank’s investor website.

After the results are published, each subscriber can check the number of bonds allocated to them through the account operator or relevant financial institution through which they submitted their subscription order.

For more information, please refer to the Prospectus, the Prospectus Summary, the Terms and Conditions, and the Final Terms.