Börsiteade

Pealkiri

Increase of the share capital in connection with the option programme

Teade

The supervisory board of Coop Pank AS (hereinafter the Bank) decided on 18 May
2022 to increase the share capital of the Bank by 47 701,82 euros by way of
issuing new ordinary shares.

The decision to increase the share capital was adopted to enable the realisation
of  the options issued  within the option  programme that was  approved with the
resolution  of  the  general  meeting  of  the  Bank on 11 December 2017, on the
conditions  indicated  in  the  referred  decision.  The  share capital shall be
increased in accordance with clause 3.3.5 of the Bank's articles of association.

The  management board of the Bank shall  determine the exact number of shares to
be  issued and the  final scope of  the increase of  the share capital after the
results of subscription for shares by the option holders are clear.

Decisions of the supervisory board:

 1. To increase the Bank's share capital by 47 701,82 euros, as a result of
    which the Bank's share capital will increase from 62 185 578 euros to
    62 233 279,82 euros.
 2. The share capital will be increased by way of issuing new shares (ISIN:
    EE3100007857) During the increase of the share capital to issue up to
    70 000 new ordinary shares of the Bank, with a book value of 0,6814546 euros
    per share. After the increase of the share capital, the Bank has a total of
    91 324 176 shares without nominal value. The increase of the Bank's share
    capital will not create any exceptions or special rights in connection with
    the Bank's ordinary shares.
 3. According to the resolution adopted under item 5 of the agenda of the
    general meeting of shareholders of the Bank on 28 May 2020, the pre-emptive
    right to subscribe for the new shares belongs to the Bank's employees, to
    whom the share option programme, approved with the resolution of the Bank's
    general meeting of 11 December 2017, extends and with whom the Bank has
    concluded the respective option contracts (the option holders). According to
    the resolution of the Bank's general meeting of 28 May 2020, the pre-emptive
    right of the existing shareholders to subscribe for the new shares which are
    issued to the option holders pursuant to clause 3.3.5 of the articles of
    association for the realisation of the Bank's share option programme, is
    precluded.
 4. The term for exercising the pre-emptive right and the time period of
    subscribing for the new shares is from 19 May to 20 May 2022.
 5. The issue price is 0,8420 euros per share, of which 0,6814546 euros is the
    book value of a share and 0,1605454 euros is the share premium.
 6. The increase of share capital and payment for the new shares shall be fully
    carried out by monetary contributions.
 7. To grant the to the Bank's management board a right to cancel the new shares
    which have not been subscribed for during the subscription period (and
    increase of share capital within the respective extent that the shares were
    not subscribed for) or extend the subscription period. The management board
    may exercise the aforementioned rights within 15 days after the end of the
    subscription period (or upon expiry of such additional term upon extending
    the subscription period). Should the Bank's management board cancel the
    unsubscribed shares within 15 days as of the end of the subscription period,
    the subscription shall be deemed valid and successful and the increase of
    share capital within the extent subscribed for by the option holders shall
    be registered in the Estonian Register of Securities and in the commercial
    register pursuant to as stipulated in the resolution of the Bank's
    management board.
 8. The new shares to be issued during the increase of share capital shall grant
    the right to dividend for the financial year started on 1 January 2022.
 9. The Bank's management board to organise the listing of the new shares on the
    Main List of the Nasdaq Tallinn Stock Exchange.

Coop  Pank,  based  on  Estonian  capital,  is  one  of the five universal banks
operating  in Estonia.  The bank  has 125 400 clients  who use  everyday banking
services.  Coop Pank uses  the synergy created  between retail trade and banking
and brings everyday banking solutions closer to people. The majority shareholder
of  the Bank is a  domestic retail chain Coop  Eesti, the sales network of which
comprises 330 stores.

Additional information:
Paavo Truu
CFO
E-mail: [email protected]
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