ESTO Holdings OU bond issue

About Group

ESTO Holdings OÜ is an Estonia-based fintech group founded in 2017, offering shopping and consumer credit solutions across the Baltics. The Group’s key products include buy now, pay later (“BNPL”), instalment financing, revolving credit lines and personal loans.

ESTO has built a sizeable embedded commerce network with more than 833,000 users and over 10,900 merchant partners. The Group operates through a three-pillar ecosystem covering Personal, Business and Commerce, providing fully digital consumer financing solutions and merchant payment services. In FY2025, ESTO generated EUR 10.1m in net profit, up 48% year-on-year, while its gross portfolio reached EUR 98.5m in Q1 2026.

Additional information: https://esto.eu/investor-relations

Presentation: https://signetbank.com/wp-content/uploads/2026/05/ESTO-Bond-2026-presentation.pdf

Term Sheet

Issuer

ESTO Holdings OÜ (Estonia)

Sector

Non-bank lending

Security type

Senior unsecured bonds

ISIN

EE0000004448

Offering size

EUR 20,000,000 + EUR 5,000,000 upsize option

Coupon rate, frequency

9.5%, paid Quarterly

Maturity

3 years

Guarantors

Material subsidiaries in Estonia, Latvia, Lithuania

Offer type

Private offering, minimum subscription of EUR 100,000

Nominal value

EUR 1,000

Call Option

@102% after the 1st year
@101% after the 2nd year
@100% 6 months before maturity

Put Option

@101% – Change of Control

Use of proceeds

Refinancing existing notes (ISIN EE3300005065) and for general operations

Financial covenants

-Capitalisation Ratio > 20%
-Interest Coverage Ratio > 1.5x
-Unencumbered Loan Portfolio Coverage > 120%

Exchange offering

1.0% premium for EE3300005065 bondholders (bonds with maturity November 2026)

Arranger

Signet Bank (Latvia)

Legal Counsel

Eversheds Sutherland Ots & Co (Estonia)

Guarantee Agent

TRINITI (Estonia)