Increase of Share Capital in Connection with Realisation of the Staff Options Programme and Subscription Results

The Supervisory Board of AS LHV Group decided to increase the share capital of the Company by EUR 440,821.30. The increase of the share capital was triggered by the need to issue new shares to staff members participating in the share options programme approved with the resolution of the general meeting on 29 April 2015. A total of 106 current and former employees of LHV participated in the issue of AS LHV Group shares, subscribing a total of 4,408,213 shares for a total of EUR 2,627,294.95. The share issue was thus subscribed 100% by the option beneficiaries.

Decisions of the Supervisory Board of AS LHV Group (hereinafter the Company):

• The Company's share capital will be increased by a maximum of EUR 440,821.30, i.e., from EUR 31,542,453 to EUR 31,983,274.30.
• Within the framework of the increase of the share capital, the Company will issue 4,408,213 new ordinary shares with a nominal value of EUR 0.1 per share. The increase of the share capital and payment for the new shares will be carried out fully by way of monetary contribution. The shares will be issued with a share premium. The issue price is EUR 0.596 per share, with the nominal value of the share amounting to EUR 0.1 and the share premium to EUR 0.496.
• The increase of the share capital will not trigger any specification of the Company's ordinary shares, and will not grant any special rights. The shares to be issued within the framework of the increase of the share capital will grant the right to receive dividends from the date of registration of the increase of the share capital in the commercial register.
• Pursuant to the resolution of the general meeting of 29 April 2015, which approved the Company's share options programme and its basic conditions, the CEOs and executive employees of the companies incorporated within the Company, as determined by the Company's Supervisory Board and with whom the Company has concluded the relevant option agreements (option beneficiaries), shall have the pre-emptive right to subscribe the Company's new shares.
• The Company's shareholders, who are not intended to benefit from share options programme approved with the resolution of the Company's general meeting of 29 April 2015, shall not have any pre-emptive right to subscribe the Company's shares within the framework of the increase of the share capital.
• The due date for exercising the pre-emptive right of subscription and the due date for subscribing shares was 27 April 2023. All of the option beneficiaries submitted their subscription notes in a timely manner and made payments for the subscribed shares.

With the share issue subscribed 100%, there is no need to cancel unsubscribed shares.

All new shares issued by AS LHV Group within the framework of the issue of shares will be listed on the Nasdaq Tallinn Stock Exchange on the day following the day on which the Estonian Central Register of Securities (Nasdaq CSD) will rank pari passu the additionally issued shares with temporary ISIN-code with all the existing shares with the main ISIN-code.

LHV Group is the largest domestic financial group and capital provider in Estonia. LHV Group’s key subsidiaries are LHV Pank, LHV Varahaldus, and LHV Kindlustus. The Group’s companies employ more than 920 people. As at the end of March, LHV’s banking services are being used by 391,000 clients, the pension funds managed by LHV have 130,000 active clients, and LHV Kindlustus is protecting a total of 155,000 clients. LHV’s UK branch offers banking infrastructure to 200 international financial services companies, via which LHV’s payment services reach clients around the world.

Priit Rum

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