Notice on Public Offering of Green Bonds of Liven AS

Liven AS (register code 12619609, address Telliskivi tn 60/5, 10412, Tallinn,
Estonia; hereinafter Liven) hereby announces a public offering of Liven's
unsecured green bonds (hereinafter the Offering). The Offering is conducted on
the basis of the prospectus approved by the Estonian Financial Supervision
Authority (hereinafter the FSA) on 6 May 2024 that has been published on the
date of this announcement on the web pages of Liven and the FSA (hereinafter
Prospectus). The Offering includes a public offering to retail and
institutional investors in Estonia. 

Liven organises a seminar introducing the company and the Offering for
interested parties on May 8th at 18:00 at Liven's salon at Telliskivi 60/5,
Tallinn (ground floor). The seminar is held in Estonian, prior registration is
required. 

Main terms of the Offering

Liven offers publicly up to 4,000 unsecured bonds of Liven with the name "EUR
10,5% Liven green bond 24-2028", with the nominal value of EUR 1,000 each, the
maturity date 23 May 2028 and fixed interest rate of 10,5% per annum, payable
quarterly. In case of oversubscription, Liven has the right to increase the
volume of the Offering up to 7,000 bonds. Liven has also the right to cancel
the Offering in the volume not subscribed. The unsecured bonds are offered with
the price of EUR 1,000 per one bond. 

The unsecured bonds are registered in Nasdaq CSD SE under ISIN code
EE3300004332. 

The subscription period for the bonds will start on 7 May 2024 at 10:00 and
will end on 16 May 2024 at 16:00. The Offering will be targeted to retail and
institutional investors in Estonia. 

The bond represents an unsecured debt obligation of Liven before the investor.
The obligations arising from the bonds rank at least pari passu with all other
unsubordinated and unsecured debt obligations of Liven. 

Detailed information is available in the Prospectus and in the summary of the
Prospectus. 

The indicative timetable of the Offering is the following:

Subscription period starts    7 May 2024 at 10:00  
Subscription period ends     16 May 2024 at 16:00  
Announcement of Offering results on or about 20 May 2024
Settlement of Offering      on or about 23 May 2024
First trading day         on or about 24 May 2024

Submitting subscription undertakings

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 their 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    Name of the investor who submitted the subscription     
 securities     undertaking                        
 account:                                    
Securities     Number of the investor's securities account         
 account:                                    
Custodian:     Name of the investor's custodian              
Security:      EUR 10,5% Liven green bond 24-2028             
ISIN code:     EE3300004332                        
Amount of      The number of bonds determined by the investor       
 securities:                                  
Price (per bond):  EUR 1,000                          
Transaction     The total amount of the transaction (the number of bonds  
 amount:       determined by the investor multiplied by Price per one   
           bond)                           
Counterparty:    Liven AS                          
Securities account 99112753984                         
 of counterparty:                                
Custodian of the  AS LHV Pank                         
 counterparty:                                 
Value date of the  23 May 2024                         
 transaction:                                  
Type of       "subscription" or "purchase"                
 transaction:                                  

Listing and admission to trading of green bonds

Liven has submitted an application to Nasdaq Tallinn AS for the listing and
admission to trading of the bonds on the Baltic Bond List of the Nasdaq Tallinn
Stock Exchange. The expected date of listing and admission to trading is on or
about 24 May 2024. 

While every effort will be made and due care will be taken in order to ensure
the listing and the admission to trading of the bonds, Liven cannot ensure that
the bonds will be listed and admitted to trading. 

Availability of the Prospectus and bond terms

The Prospectus and the summary of the Prospectus have been published and can be
obtained in electronic format from Liven's website
https://www.liven.ee/investorand the website of the FSA https://www.fi.ee. In
addition to the above, the Prospectus and the summary of the Prospectus are
available through the information system of the Stock Exchange. The bond terms
of Liven's bonds have been published and can be obtained in electronic format
from Liven's website https://www.liven.ee/investor. 

Before investing into the bonds we ask you to acquaint yourself with the
Prospectus, the bond terms and the terms of the Offering in full and if
necessary, consult with an expert. 

Joonas Joost
Chief financial officer
e-mail: [e-mail]

https://liven.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 and the summary of
the Prospectus. The approval of the Prospectus by the Financial Supervision
Authority is not considered to be a recommendation for Liven'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. Liven's bonds 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.

Attachment:
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