Invest in renewable energy and your future

Subscription for the shares of Enefit Green 5–14 October

Eesti Energia’s subsidiary, Enefit Green, is going public, which provides you with the opportunity to put the wind and the sun to work for you by investing in renewable energy in the Baltic Sea region.

  • One of the leading diversified renewable energy producers in the Baltic Sea region
  • The largest wind energy producer in the Baltic States
  • Clear growth strategy
  • Strong financial indicators and stable cash flow
  • A chance to earn dividend income

Subscription period has ended.

Review the prospectus of the public offering of Enefit Green.

About the company

Enefit Green aims to become the fastest growing renewable energy company in the Baltic Sea region. Make your contribution to developing renewable energy.

Enefit Green aims to invest the net proceeds from its initial public offering to develop the production of renewable energy in the Baltics region. The money received from investors will finance ongoing and potential new development projects. The target of Enefit Green is to increase production capacity 2.3 times by 2025. By that time, the company plans to cover the annual electricity needs of about 890,000 households with the green electricity it produces.

Today, the company owns a total of 22 wind farms, 38 solar power plants, 4 combined heat and power stations, a pellet plant, and a hydroelectric power station in Estonia, Latvia, Lithuania, and Poland. However, the need for renewable energy is growing and the wind and the sun are the sources of renewable energy with the greatest potential in our region. Wider use of green energy is the easiest way to reduce the carbon footprint and achieve climate neutrality.

Read more about the company

Initial public offering of shares

Volume of offering

In total the offering includes up to 71,428,572 ordinary shares of Enefit Green in the amount of up to EUR 175 million. The base size of the offering is up to EUR 115 million, which includes the primary issue of up to 40,816,327 new shares in the amount of EUR 100 million and the secondary selldown of up to 6,122,449 existing shares in the amount of up to EUR 15 million. The company has the potential to upsize the offering by up to 30,612,245 existing shares or up to the amount of EUR 60 million.

Shares

The company has one type of ordinary shares, with nominal value of EUR 1 each. Each share gives the owner, among other things, the right to vote at the company’s annual general meeting of shareholders and the right to receive dividends. The shares acquired during the offering ensure the right to any dividends declared in 2021 and subsequent financial years.

Offer period

The subscription period for the shares begins on 5 October at 10.00 (EEST) and ends on 14 October at 14.00 (EEST).

Price

The price range of the offering remains between 2.45 and 3.15 euros per share. Investors participating in the retail offering can only subscribe to shares at the price corresponding to the upper limit of the price range, i.e. 3.15 euros per share. The final offer price of the shares will be disclosed with a stock exchange announcement on or about 15 October. The final price is the same for all investors.

Participation

The retail offering is targeted at all natural and legal persons in Estonia, Latvia, and Lithuania. In order to subscribe to the shares, it is necessary to have a Baltic securities account, the address of which is located in one of the said countries. Legal persons have to be registered in the commercial register of Estonia, Latvia or Lithuania. Legal persons need to have a LEI-code to participate.

Indicative minimum distribution

In the retail offering, the indicative minimum allocation is of up to 1,000 shares per investor participating in the retail offering (i.e. the extent to which the submitted subscription orders are accepted in full). The final minimum individual allocation is, however, decided by Enefit Green in cooperation with Eesti Energia, together with the underwriters participating in the offering, after the end of the offer period and it may differ from the amount provided above.

Distribution

The results and distribution of the offering will be announced on or about 15 October. More detailed distribution principles have been described in the prospectus of the offering. If one investor submits several subscription applications, they will be combined for the distribution and settlement of shares.

Commencement of trading

The distributed shares are expected to be transferred to the investors’ securities accounts on or about 20 October. The company plans to list the shares on the Nasdaq Tallinn Stock Exchange on the Nasdaq Baltic Main List, and trading in the shares will begin on or about 21 October.

Dividend policy

According to the dividend policy of Enefit Green, as approved by the annual general meeting (AGM) of Enefit Green on 14 September 2021, the company plans to annually pay up to 50% of its preceding year’s net profit as dividends in the coming years. The timing and final amount to be paid depends on the Company’s and its subsidiaries’ existing and future financial condition, results of operations, need to maintain a reasonable capital structure, liquidity needs and other matters that it may consider relevant from time to time. As a result, there can be no assurance that the Company will pay dividends or, if a dividend is paid, what the amount of such dividend will be.

Organisers

The organisers of the offering of the shares of Enefit Green are Citigroup, Nordea, and Swedbank. The sales agent of the retail offering is LHV.

Prospectus and conditions of the offering

More detailed conditions of the offering are available in the prospectus of the offering.

How to acquire shares?

  • Open an account

    If you are not yet a client of LHV Pank, open an account with LHV.

  • Investment services agreement

    Conclude an investment services agreement.

  • Securities account

    To participate in the offering, you also need an account with the Baltic Central Securities Depository. You can open one free of charge via LHV Internet Bank. Open a Baltic securities account

  • Subscription of shares

    You can subscribe for the shares of Enefit Green from 5 October at 10.00 through 14 October at 14.00. The subscription of shares through LHV is without a service fee.

    The subscription order has to include the maximum number of shares you want to acquire. At the time of subscription, you must have in your bank account the amount of funds needed for subscription, which will be reserved until the distribution of shares.

LEI-code

A company or any other legal entity also needs an LEI code to subscribe for shares.

FAQ

A share is a security that proves its owner’s entitlement to a part of the assets and profits of a company. The prices of shares traded on the stock exchange may rise and fall. When investing in shares, the risks involved should be taken into account.

An IPO means an initial sale of shares by a company to the public. IPOs are often organised by companies that want to raise additional capital needed for expansion. They are also used by large companies that want their shares to be publicly tradeable.

In order to participate in an IPO, it is necessary to conclude an investment services agreement and open a Baltic securities account. The Investor needs to read more about the prospectus for the offering and the accompanying documents, as well as consult an expert, if necessary.

The amount of money required for subscription has to be in the account at the time of sending the subscription order. Upon subscription, the amount will be reserved until the distribution of shares. Read more from the prospectus.

If you want to conclude an investment services agreement with LHV Pank, please select ‘Information and settings’ > ‘Agreements’ from the menu on the left on the Internet Bank and conclude an agreement to perform investment transactions.

If you do not have a securities account and you would like to have LHV Pank as your account manager, please select ‘Information and Settings’ > ‘Agreements’ from the menu on the left on the Internet Bank and conclude an agreement of the Baltic securities account.

At LHV Pank, concluding an investment services agreement and an agreement of the Baltic securities account is free of charge. We do not charge you for holding Baltic securities. The subscription of the shares of Enefit Green is free of charge for LHV clients.

In accordance with the public offering of the shares of Enefit Green AS, the retail offer is targeted at all natural and legal persons in Estonia, Latvia, and Lithuania. A natural person is considered to be located in Estonia if they own a securities account with the Nasdaq CSD account manager and the person’s address, which has been registered in connection with the person’s securities account, is in Estonia. A legal person is considered to be located in Estonia if they own a securities account with the Nasdaq CSD account manager and the person’s address, which has been registered in connection with the person’s securities account, or the registry code registered by the person is the registry code of the Estonian commercial register.

The base size of the offering is up to EUR 115 million, which includes the primary issue of up to 40,816,327 new shares in the amount of EUR 100 million and theecondary selldown of up to 6,122,449 existing shares in the amount of up to EUR 15 million. The company has the potential to upsize the offering by up to 30,612,245 existing shares or up to the amount of EUR 60 million. In total the offering includes up to 71,428,572 ordinary shares of Enefit Green in the amount of up to EUR 175 million.

The price range of the subscription of shares remains between 2.45 and 3.15 euros. Retail investors can only subscribe for shares at the price corresponding to the upper end of the price range, i.e. 3.15 euros per share. The final offer price of the shares will be disclosed with a stock exchange announcement on or about 15 October. The final price will be the same for all investors.

Investor can subscribe for a minimum of 1 (one) share. There is no limit to the maximum number of shares that can be subscribed for. If one investor submits several subscription applications, they will be combined for the distribution and settlement of shares. For investors who have subscribed for more than 100,000 shares, the distribution may take place as part of an institutional placing.

In the retail offering, the indicative minimum allocation is of up to 1,000 shares per investor participating in the retail offering (i.e. the extent to which the submitted subscription orders are accepted in full). The final minimum individual allocation is, however, decided by Enefit Green in cooperation with Eesti Energia, together with the underwriters participating in the offering, after the end of the offer period and it may differ from the amount provided above. The results and distribution of the offering of shares will be announced on or about 15 October. More detailed distribution principles have been described in the prospectus of the offering.

In the event of oversubscription, the distribution levels and the distribution rates applicable to each level for which the subscription order is executed will be determined.

If the investor’s subscription order cannot be executed in full, the blocked amount in excess of the payment for the shares distributed to the investor will be released from the investor’s current account within approximately 1 (one) business day from the settlement.

In order to make an investment decision, you must first read more about the prospectus of the public offering of Enefit Green, as well as its summary. These are available on the company’s website at enefitgreen.ee/ipo and on the website of the Financial Supervision Authority. If necessary, consult an expert.

Invest in renewable energy and your future

Subscription period has ended.

This information is an advertisement for securities and not intended as a recommendation to purchase or subscribe for the given securities. The issuer is Enefit Green AS. Before making an investment decision, the investor must read the information contained in the prospectus registered by the Financial Supervision Authority in order to understand all the circumstances and risks related to the investment. For more information about the prospectus, please visit the website of the Financial Supervision Authority at www.fi.ee and the website of Enefit Green at www.enefitgreen.ee/ipo. The shares of the issuer are offered publicly only in Estonia, Latvia, and Lithuania. If necessary, seek advice from an expert. The registration of the prospectus by the Financial Supervision Authority is not considered as a recommendation of the issuer’s shares.

This communication and the information contained in it are not intended for distribution in or to the United States of America (including its territories and jurisdictions, the United States, and the District of Columbia) ("United States"). This announcement does not constitute an offer or its part or an invitation to purchase or subscribe for securities in the United States. The Issuer's securities are not registered and will not be registered under the US Securities Act of 1933, as amended (in English: U.S. Securities Act of 1933, hereinafter referred to as the "Securities Act"), and may not be offered or sold in the United States unless the securities are registered under the Securities Act or, if it is possible to apply the exemption from the registration requirements of the Securities Act. The Issuer has not registered and does not intend to register any part of the offer in the United States and does not intend to conduct a public offering of securities in the United States. If Shares are sold in the United States, they will only be sold to qualified institutional buyers (as defined in Rule 144A) pursuant to Rule 144A of the Securities Act.

Important information

The information on the following web pages is intended solely to provide background information on Enefit Green AS (“Enefit Green”).

Owing to legal restrictions, the information on this part of the website is not directed to or accessible for certain persons. We kindly ask you to review the following information and provide the following confirmation each time you wish to be granted access to this part of the website.

The information on this part of the website is not directed to, and must not be accessed from or mailed or otherwise distributed, forwarded or sent in or into any jurisdiction (including without limitation Australia, Canada, Hong Kong, Japan, New Zealand, Singapore, South Africa, Switzerland or the United States) in which the distribution of this information would be unlawful. Persons who take part of this information and are subject to the laws and regulations of any such jurisdiction will need to inform themselves about, and observe, any applicable restrictions or requirements. Any failure to do so may constitute a violation of the securities laws or regulations of any such jurisdiction. To the extent permitted by applicable law, Enefit Green disclaims any responsibility or liability for any violations of any such restrictions.

The information on the following web pages does not constitute or form part of any offer for sale or subscription of or solicitation of any offer to buy or subscribe for any securities in the United States, nor shall it or any part of it form the basis of or be relied on in connection with any contract or commitment whatsoever. Under the U.S. Securities Act of 1933, as amended, securities may not be offered or sold in the United States absent registration or an exemption from registration. Enefit Green does not intend to register any portion of its securities in the United States or to conduct a public offering of the securities in the United States.

The shares in Enefit Green have not been and will not be registered under the applicable securities laws of Australia, Canada, Hong Kong, Japan, New Zealand, Singapore, South Africa, Switzerland, or any other jurisdiction in which it would be unlawful or would require registration or other measures, and therefore may not be offered or sold or for the account or benefit of any person having a registered address in, or located or resident in, Australia, Canada, Hong Kong, Japan, New Zealand, Singapore, South Africa, Switzerland or any other jurisdiction in which it would be unlawful or would require registration or other measures.

This information is only addressed to and is only directed at persons in Member States, other than Estonia, Latvia and Lithuania, who are “qualified investors” (“Qualified Investors”) within the meaning of Article 2(e) of Regulation (EU) 2017/1129 (such Regulation, together with any applicable implementing measures in the relevant home Member State under such Regulation, the “Prospectus Regulation”). This information must not be acted on or relied upon in any Member State, other than Estonia, Latvia and Lithuania, by persons who are not Qualified Investors. Any investment or investment activity to which this information relates is only available to, and any invitation, offer or agreement to purchase, subscribe or otherwise acquire the same will be engaged in only with, Qualified Investors.

The information on this part of the website is only being distributed to and is only directed at persons in the United Kingdom who are Qualified Investors within the meaning of the Prospectus Regulation, as amended, as it forms part of retained EU law in the United Kingdom by virtue of the European Union (Withdrawal) Act 2018 (the “U.K. Prospectus Regulation”). In addition, this information is being distributed to, and is only directed at, Qualified Investors (i) who have professional experience in matters relating to investments falling within the definition of “investment professionals” in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “FPO”), (ii) who fall within Article 49(2)(a) to (d) of the FPO or (iii) to whom it may otherwise lawfully be communicated (all such persons, together with “Qualified Investors” within the meaning of the U.K. Prospectus Regulation, being referred to as “Relevant Persons”). This information must not be acted on or relied upon in the United Kingdom, by persons who are not Relevant Persons. Any investment or investment activity to which this information relates is available only to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire the same will be engaged in only with, Relevant Persons.

By selecting “Continue” below, you confirm that you have read and understood the information, conditions and the instructions above, that you accept to be bound by them, that you are not a resident of, nor located in, the United States Australia, Canada, Hong Kong, Japan, New Zealand, Singapore, South Africa or Switzerland, and that you are a person who is permitted under applicable law and regulation to access the information on this part of the website.

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