Arco Vara AS Signs Share Purchase Agreement for Partial Sale of Bulgarian Subsidiary

Arco Vara AS has entered into a share purchase agreement with the Bulgarian company Kamaleo Invest OOD, under which a 25% holding in the Bulgarian company Botanica Lozen EOOD, which is developing the Botanica Lozen residential project in Sofia, will be sold.

Under the agreement, Kamaleo Invest OOD will acquire shares representing 25% of the share capital of Botanica Lozen EOOD for a total purchase price of EUR 2,200,000. According to the agreement, EUR 1,000,000 will be paid as a deposit within three business days after the signing of the agreement, and the remaining amount will be paid upon completion of the transaction.

Completion of the transaction is subject to the fulfilment of customary conditions precedent, including the conversion of shareholder loans granted by Arco Vara AS to Botanica Lozen EOOD into equity through an increase of the company’s share capital. The transaction is planned to be completed no later than 29 May 2026.

Upon completion of the transaction, the parties will also enter into a shareholders’ agreement and a project management agreement, under which Kamaleo Invest OOD will provide project management services to Botanica Lozen EOOD.

Kristina Mustonen, Member of the Management Board of Arco Vara AS: “The involvement of a local partner will help ensure the smooth completion of the Botanica Lozen development project, while at the same time allowing Arco Vara to focus more on its core market in Estonia.”

Arco Vara AS will inform the market of further developments related to the transaction in accordance with applicable disclosure requirements.

The transaction is not considered a related party transaction within the meaning of the “Requirements for Issuers” section of the NASDAQ Tallinn Stock Exchange Rules. The members of the Management Board and the Supervisory Board of Arco Vara AS have no personal interest in the transaction.

Darja Bolshakova

CFO

Arco Vara AS