AS "Citadele banka" (the Offeror) announces today an invitation to eligible holders of its outstanding EUR 200,000,000 Fixed / Floating Rate Notes due 2026 (ISIN: XS2393742122) (the Notes) to tender any and all of such Notes for purchase by the Offeror for cash subject (the Offer) to the satisfaction (or waiver by the Offeror) of the New Financing Condition, and as further described in the attached Launch Announcement.
The Offer is being made on the terms and subject to the conditions contained in the attached launch announcement and the tender offer memorandum dated 15 September 2025 (the Tender Offer Memorandum) prepared by the Offeror in connection with the Offer, and is subject to the offer restrictions set out in document attached Launch Announcement, and as more fully described in the Tender Offer Memorandum. For detailed terms of the Offer, please refer to the Tender Offer Memorandum available from the Tender Agent - Kroll Issuer Services Limited (Email: citadele@is.kroll.com; Offer Website: https://deals.is.kroll.com/citadele )
IMPORTANT NOTICE. NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS), ANY STATE OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA) OR IN OR INTO ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS ANNOUNCEMENT (SEE "OFFER AND DISTRIBUTION RESTRICTIONS" IN THE ATTACHED LAUNCH ANNOUNCEMENT).
MAR: This announcement is released by the Offeror and contains information that qualified or may have qualified as inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 (MAR), encompassing information relating to the Offer described above. For the purposes of MAR and Commission Implementing Regulation (EU) 2016/1055, this announcement is made by Valters Ābele, Chief Financial Officer of Akciju sabiedrība "Citadele banka"
Launch announcement
Vlad Ender, Head of Treasury, +372 5517213, vlad.ender@citadele.ee
About Citadele
Citadele’s, rated Baa1 (stable) by Moody’s, mission is to modernise the financial industry and offer more opportunities to private individuals and businesses throughout the Baltics. In H1 2025, Citadele issued EUR 765 million in new loans, with its total loan portfolio reaching EUR 3.5 billion, while total deposits reached EUR 4.0 billion. Alongside a modern universal banking platform, Citadele offers its clients a range of services based on next-generation financial technology, including its modern app, contactless payments and instant payments. Citadele was the first in the Baltics to introduce account opening with a selfie, payment rings and payments to mobile numbers. Citadele Bank is the Group’s parent company in Latvia, and its subsidiaries and branches operate in Latvia, Lithuania and Estonia.