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Admiral Markets AS - Tender Offer - Launch

Announcement of Admiral Markets AS Tier 2 bond buyback offer and planned merger of Admiral Markets AS and Admirals Group AS - ISIN code EE3300111251

18 MAY 2023

Full announcement including disclaimers and offer restrictions available via globenewswire

"Admiral Markets AS (registry code 10932555)announces the buyback of up to 18,268 Tier 2 bonds issued on 28 December 2017 (ISIN code EE3300111251, nominal value EUR 100 per bond, with maturity date 28 December 2027, hereinafter the bond)during the period from 23 May2023 to 2 June2023 at the price of EUR 104.53 per bond. The value date of the bond transaction is7 June 2023 or a date close to it. Buyback offer is addressedonly to current bond investors of Admiral Markets AS (hereinafter investor).

Reasons for the offer

Admiral Markets AS is an investment firm incorporated in Estonia which is licensed to provide investment services under authorisation granted by the Estonian Financial Supervision and Resolution Authority in the European Union and European Economic Area and which belongs to the Admirals group. Admirals group is an international trademark for financial services under which the clients are provided with margin online trading services on the over-the-counter market as well as instruments listed on the stock exchange. Admirals group parent company Admirals Group AS is physically represented in 18 countries through its regulated investment firm subsidiaries (including Admiral Markets AS) and has a client portfolio in more than 145 countries. This year, Admirals Group AS plans to restructure the group as of which Admiral Markets AS and Admirals Group AS merge. Hence, Admiral Markets AS intends to withdraw the investment company license granted to Admiral Markets AS in Estonia. The Group operates today internationally under many widely recognized licenses issued by the Financial Conduct Authority (FCA) for the UK, the Australian Securities and Investments Commission (ASIC) for Australia, the Cyprus Securities and Exchange Commission (CySEC) for Cyprus, Jordan Securities Commission (JSC) for Jordan, Financial Sector Conduct Authority (FSCA) for South Africa, Investment Industry Regulatory Organization of Canada (IIROC), Capital Markets Authority for Kenya, and the Financial Services Authority (FSA) for the Seychelles as well as newly established Crypto License in Cyprus (CySEC).

The restructuring stems from the fundamental necessity and choice to expand the Group’s presence globally, as the Company has substantially positioned itself in new regions during recent years. The on-going change shall have no impact on the existing Group’s clients. Albeit the restructuring, Estonia remains the Company’s strategic location. The Company continues to be headquartered in Tallinn, Estonia with more than 100 employees. As well, MoneyZen, the lending platform owned by the company is regulated by the Estonian financial authority, adding to the presence of Admirals in the country. The withdrawal of Admiral Markets AS’ investment company’s operating license is planned for the second half of this year, presumably in August. After withdrawing the operating license, the plan is to merge Admiral Markets AS and the group's parent company Admirals Group AS. The merger is contemplated to be finalised in the first half of 2024. As a result of the above, all rights and obligations related to bonds not sold back to Admiral within this offer will be transferred to Admirals Group AS in the course of the merger, where these will continue to be serviced according to the bond conditions until the maturity date of the bonds."


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