Bond terms and conditions

2020

Solteq Plc euro-denominated senior unsecured fixed rates notes in a nominal amount of EUR 23.0 million.

Solteq Plc has issued on 1.10.2020 euro-denominated senior unsecured fixed rates notes in a nominal amount of EUR 23 million. The notes will mature on 1 October 2026. The notes bear a fixed interest rate of 6.00 per cent per annum until (but excluding) 1 October 2024 and 10.00 per cent per annum from (and including) 1 October 2024 and are callable before their final maturity. The notes have ISIN code FI4000157631 and trade code STQJ600024.

As the language of the bond transaction was English, the loan terms are only available in English.

Web-access Disclaimer

Solteq Plc (“Company”) has on 1 October 2020 issued senior unsecured notes due 2024 (“Notes”). The Notes shall be governed by the laws of Finland. The distribution of the information contained in the pages that follow may be restricted by law in certain jurisdictions. The information contained in the pages that follow or any other information relating to the listing of the Notes may not be used for the purpose of, or in connection with, any offer or solicitation by anyone in any jurisdiction in which such offer or solicitation is not authorised or to any person to whom it is unlawful to make such offer or solicitation. No actions have been taken to register or qualify the Notes, or otherwise to permit a public offering of the Notes, in any jurisdiction outside of Finland. The notes may not be offered, sold, resold, transferred or delivered, directly or indirectly, in or into Canada, Australia, Hong Kong, New Zeeland, South Africa, Japan, Singapore or the United States or any other jurisdiction in which it would not be permissible to offer the Notes, and the information contained in the pages that follow or any other information relating to the listing of the Notes may not be sent to any person in the aforementioned jurisdictions.

The information contained in the pages that follow and any other information relating to the Notes do not constitute an offer of the Notes for sale in the United States. The Notes have not been and will not be registered under the United States Securities Act of 1933, as amended, (“Securities Act”) or under the securities laws of any state or other jurisdiction of the United States and may not be offered or sold or otherwise transferred, directly or indirectly, within the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the Securities Act (each a “U.S. Person”)) except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act.

The information contained in the pages that follow and any other information relating to the Notes does not constitute an offer of the Notes to the public in the United Kingdom. No prospectus has been or will be approved in the United Kingdom in respect of the Notes. Consequently, this communication is directed only at (i) persons who are outside the United Kingdom, (ii) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”), (iii) high net worth entities falling within Article 49(2) and (iv) other persons to whom this communication may lawfully be distributed (all such persons together being referred to as “relevant persons”). Any investment activity which this communication relates will only be available to, and will only be engaged with, relevant persons. Any person who is not a relevant person should not act or rely on the information contained in the pages that follow and any other information relating to the Notes.

I confirm that I have read, understand and agree to comply with all of the restrictions set forth above and that my country of residence and current location is not in Canada, Australia, Hong Kong, New Zeeland, South Africa, Japan, Singapore or the United States or any other jurisdiction in which such distribution or publication is unlawful and, further, that I am not a U.S. person.

Solteq Plc - Terms and conditions for up to EUR 45,000,000 Senior Unsecured Fixed Rate Notes (ISIN- FI4000442264)

Listing prospectus for Solteq Plc’s EUR 23,000,000 notes, 1 October 2020. Prior opening, I accept and understand the aforesaid.

Bond agency agreement - Prior opening, I accept and understand the aforesaid.

Previous Bonds

Solteq Plc’s 2015 issued and 2020 redeemed fixed rates notes

Solteq Plc has redeemed its 2015 issued senior unsecured fixed rate notes (ISIN FI4000157631) with nominal value of EUR 27 million. All the outstanding notes were redeemed in full on 13th of October 2020. The notes bear a fixed interest rate of 6.00 per cent per annum.

As the language of the bond transaction was English, the loan terms are only available in English.

Web-access Disclaimer

Solteq Oyj (“Company”) has on 1 July 2015 issued senior unsecured notes due 2021 (“Notes”). These Notes are governed by the terms and conditions (“Terms and Conditions”) provided on this website. No prospectus in accordance with the Directive 2003/71/EC (as amended by Directive 2010/73/EU, the “Prospectus Directive”), the relevant implementing Finnish legislation and the regulations and guidelines of the Finnish Financial Supervisory Authority has been drawn up in connection with the issuance.

The Notes shall be governed by the laws of Finland. The distribution of these Terms and Conditions and the offer or sale or acquiring of Notes may be restricted by law in certain jurisdictions. The Company does not represent that the Terms and Conditions may be lawfully distributed, or that any Notes there under may be lawfully offered, in compliance with any applicable registration or other requirements in any such jurisdiction, or such distribution or offering or acquiring. Accordingly, no Notes may be offered or sold, directly or indirectly, and neither the Terms and Conditions nor any advertisement or other offering material may be distributed or published in any jurisdiction, except under circumstances that will result in compliance with any applicable laws and regulations.

Persons into whose possession these Terms and Conditions or any Notes may come must inform themselves about, and observe any such restrictions on the distribution of these Terms and Conditions and the offering and sale and acquiring of Notes. The distribution of these Terms and Conditions and the offer or sale of Notes in, including but not limited to, Canada, Australia, Hong Kong, New Zeeland, the Republic of South Africa, Japan, Singapore, the Republic of Cyprus, the United States and the European Economic Area (including the United Kingdom and Finland) is restricted. These Terms and Conditions are not to be furnished or made available to any person in Australia, Canada, Hong Kong, New Zeeland, the Republic of South Africa, Japan, Singapore, the Republic of Cyprus, the United States and the European Economic Area (including the United Kingdom and Finland) or to any person to whom it is unlawful to furnish or make available such information.

The Notes have not been and will not be registered under the United States Securities Act of 1933 (“Securities Act”), as amended, or with any securities regulatory authority of any state of the United States. The Notes may not be offered, sold, delivered or otherwise transferred, directly or indirectly, within the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the Securities Act). By electing to view these Terms and Conditions, you represent and agree that you are neither resident in the United States nor a US Person or not acting on behalf of a US Person. The Terms and Conditions are not directed at and may not be viewed by or distributed to any person residing in the United States of America.

Access to the Terms and Conditions through this website is provided for informational and reference purposes only and the Notes issued there under do not constitute an offer or invitation to subscribe for or purchase, sell or acquire any of such Notes in any way. Neither is the information provided on this website intended to constitute investment advice of any kind. All of the notes referred to on this website have been previously offered, sold and delivered.

Prior opening, I accept and understand the aforesaid.