The bonds are offered publicly only in Estonia and the bond programme prospectus is only available in Estonian.

English translations of our annual reports are also available in English on our web site. As well as English translation our investor presentation from the I series offer in May 2024.

Bond i.e. a debt obligation is a fixed rate financial instrument. By purchasing Liven’s bonds, the investor grants a loan to Liven, and Liven assumes an obligation towards the investor to repay a fixed amount of the loan (at nominal value) to the bondholder at the end of the maturity period (the maturity date), together with interest.

You can read more about the bond as a financial instrument, for example, at the LHV Investment School (in Estonian).

The Financial Supervisory Authority approved the base prospectus for the bond program on May 6, 2024, under which Liven AS has the right to issue bonds worth up to 30 million euros over the next three years, including green bonds.

Each specific issuance and offering will be decided and announced separately under the program.

This green bond offering is the II series of the bond program, with a volume of 4 million euros and an annual interest rate of 9,0%

Both the I and II series bonds are bonds issue within the bond program approved by the Financial Supervisory Authority on May 6, 2024, and differ mainly in the interest rate paid on the bonds, the dates of interest payments, and the bond’s maturity date.

Both series of bonds have a four-year maturity, a nominal value of 1,000 euros, and quarterly interest payments.

Green bonds differ in the purpose for which the bond proceeds are used.

The purpose of Liven is to build great homes and living environments. We favour projects with international sustainability certifications such as LEED or BREEAM, which take a broader approach to sustainable development than just energy efficiency. Certificates are awarded to buildings that are designed, built and operated in accordance with the principles of environmental sustainability.

Based on our own activities and plans, we formulated a Green Financing Framework, which was based on the principles of the International Capital Market Association (ICMA) Green Bonds and the principles of the Lending Market Association (LMA) Green Loans. Liven’s green financing framework has also been subject to an independent second-party opinion by the international rating agency S&P Global Ratings. Both the green financing framework and the S&P Global Ratings opinion are available on our website.

In essence, green bonds mean that we can only use the capital raised to finance the projects described in the green financing framework. In particular, at least LEED Gold, or BREEAM “Very good” label, or developments that are 10% more energy efficient than energy class A requirements in Estonia. In Germany, at least developments meeting the local KfW 40 standard.

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We want to be flexible in the use of bond capital. Pledging real estate as collateral for the bonds would significantly limit the use of the funds for the implementation of the group’s projects. Liven’s green bonds are therefore unsecured.

Liven has an obligation to repay investors the amount invested in full (including accrued interest) at the maturity of the bonds. Liven has the right to prematurely repay the amount invested by the investors (including accrued interest) after three years from the date of issue of the bonds, by giving at least 30 days’ notice to the investors.

Liven’s I series bonds are publicly traded on the Baltic Bond List of Nasdaq Tallinn Stock Exchange and after the end of the offer period, we intend to list the bonds of II series for public trading on the Baltic Bond List of Nasdaq Tallinn Stock Exchange.

Although Liven will make every effort to list and admit the Bonds to trading, Liven cannot guarantee the listing and admission to trading of the Bonds.

We will use the proceeds from the issuance of green bonds to finance or refinance (including partially) new or existing development projects that meet the eligibility criteria set out in the Liven’s green financing framework.

The bonds will be offered to the public in Estonia only, to both retail and institutional investors. Non-publicly, Liven may also offer bonds to professional investors.

In connection with the previously submitted declaration to defer the income tax obligation on interest and the transmission of the necessary technical information for its implementation, we already have the required information. If the investor’s securities account and investment account details have not changed, no additional request needs to be submitted.

In addition to a bank account, a securities account is also required. In case of a legal entity, also the LEI code. You can submit a subscription order via your internet bank.

The nominal value of one bond is 1,000 euros, which is also the minimum subscription amount. There is no upper limit on the subscription amount.

The amount required for the subscription must be available in the account at the time of the subscription, which will be blocked until settlement is completed or the funds are released in accordance with the conditions set out in the prospectus.

In the event of an oversubsription, Liven may set a minimum and a maximum limit on the number of bonds to be distributed to the investor, based on the distribution principles set out in the prospectus of the bond programme, one of which is the creation of a solid and reliable investor base.

Liveni is entitled to use different allocation policies between retail and professional investor groups. The latter may include subscribers of more than 100 bonds.

Liven has the right to give preference to Estonian investors over foreign investors, Liven’s shareholders, existing debt investors, employees, clients and investors who have, to Liven’s knowledge, expressed an interest in investing in Liven in the past.

The offering period for Liven’s second series of green bonds is from March 4 to March 13, until 16:00. The results of the public bond offering and the allocation will be announced on March 17 or around that date. The first trading day is expected to be March 20 or around that date.

If one investor submits multiple subscription orders, they will be combined into one order for the purpose of determining the allocation. All investors participating in the offering may submit subscription orders only in euros.

For the I series further information was available in the English translations of the summary of the prospectus of the public offer of Liven bonds, main terms of the bonds and the final terms of the first series of the bonds. Unfortunatelly, no additional information is available for the II series.

Before making an investment decision, investors are strongly advised to read the prospectus and the summary of the prospectus and, if necessary, to consult a professional. Each investor should base his investment decision only on the information contained in the prospectus and the summary of the prospectus.

The information about the Series I green bond offering from the 2024 bond program can be found at the following link.