EQS-News: Eleving Group announces an exchange offer for its outstanding 2023/2028 bonds and publishes a conditional notice of early voluntary redemption

Riga/Luxembourg, 6 October 2026

Eleving Group announces the launch of a public exchange offer to holders of its existing 2023/2028 bonds (ISIN DE000A3LL7M4). Under the exchange offer, holders are invited to exchange their existing bonds for newly issued Eleving Group senior secured 2026/2032 bonds (ISIN XS3517354141) with a six-years maturity.

The new 2026/2032 bonds in the amount of EUR 200 million have been priced at a fixed interest rate of 9% per annum and max EUR 25 million are available to holders of the existing 2023/2028 bonds through the public exchange offer.

At the same time, Eleving Group has published a conditional notice of early voluntary redemption for any existing 2023/2028 bonds that are not exchanged under the exchange offer. Subject to the conditions set out in the notice, these bonds are expected to be redeemed on or around 02 November 2026, or on a later date announced by Eleving Group.

The exchange offer period will commence today, 6 October 2026, until 20 October 2026. During this period, holders of the 2023/2028 bonds will have the opportunity to offer their existing bonds for exchange for the new 2026/2032 bonds. As the amount reserved for the exchange offer is limited to EUR 25 million, the final allocation of the new bonds will be determined after the exchange offer period has ended. Settlement of the exchange offer is expected on or around 26 October.

Each new bond will have a nominal value of EUR 100, a six-year maturity from the issue date and a fixed coupon rate of 9% per annum, with interest payable quarterly.

Holders of the existing 2023/2028 bonds will receive detailed information and instructions regarding the exchange process through their respective custodian banks, including the applicable terms and procedures for participating in the exchange offer. Upon submission of exchange instructions to their custodian bank, the respective existing bonds will be blocked from trading. Existing bonds for which no exchange instructions are submitted will remain freely tradable.

Key terms of the exchange offer:

• Exchange offer period: 6 October 2026 to 20 October 2026 at 14:00 EEST / 13:00 CEST. Holders of the existing bonds should note that their custodian banks may apply earlier internal deadlines for submitting exchange instructions.
• Exchange ratio: 1:1, meaning EUR 100 in nominal amount of the existing bonds will be exchanged for EUR 100 in nominal amount of the new bonds, subject to the final allocation.
• Accrued interest: Accrued and unpaid interest on the existing bonds for the period from the last coupon payment date up to, but excluding, the settlement date, expected to be on or around 26 October 2026, or such other date as may be determined by Eleving Group, will be paid in cash.
• Redemption of non-exchanged existing bonds: Existing bonds that are not exchanged under the exchange offer are expected to be redeemed at 101% on or around 02 November 2026, subject to the conditions set out in the conditional early voluntary redemption notice.
• Coupon of the new bonds: The new bonds will carry a fixed coupon rate of 9% per annum, with interest payable quarterly.

The new bonds (ISIN XS3517354141) are expected to be admitted to trading on the Regulated Market of the Frankfurt Stock Exchange (General Standard) and the Baltic Regulated Market of Nasdaq Riga on or around 20 October 2026.

The securities prospectus approved by the Commission de Surveillance du Secteur Financier (CSSF) in Luxembourg is available on the Company’s website: www.eleving.com

The documents are available by the following links:
Eleving Group Bond Issue and Exchange Offer Prospectus
Eleving Group Bond Terms and Conditions
Eleving Group Exchange Offer Invitation
Eleving Group Addendum Exchange Offer Invitation
Eleving Group Early Redemption Notice
Summary of the Prospectus (LV)
Summary of the Prospectus (LT)
Summary of the Prospectus (EE)
Summary of the Prospectus (DE)

Investor call dedicated to the bond exchange offer

Eleving Group invites investors, analysts, media representatives, and other stakeholders to participate in an investor call with the Management Board on 14 October 2026 at 14:00 CEST, dedicated to the bond exchange offer. During the call, Chief Executive Officer Modestas Sudnius and Chief Financial Officer Māris Kreics will provide an overview of the bond exchange offer and present key insights into Eleving Group’s recent business results.

Registration for the conference call is available here.

About Eleving Group

Eleving Group is a publicly listed international financial technology company founded in 2012. Today, the group operates in 18 countries across three continents, providing vehicle, smartphone and consumer financing services. Since its founding, Eleving Group has served more than 2.2 million registered users. The group employs over 4,600 people across its operations. The company’s headquarters are located in Riga, Latvia.

Since October 16, 2024, the Eleving Group shares have been listed on both the Nasdaq Baltic Official List and the Frankfurt Stock Exchange Prime Standard.

Additional information:
Elīna Dobulāne
Group’s Chief Corporate Affairs Officer, Eleving Group
elina.dobulane@eleving.com | +371 2595944