Boreo Plc issues EUR 13,000,000 capital securities and has agreed on a new long-term EUR 60,000,000 financing arrangement

Boreo Plc Stock exchange release 18 September 2026 at 14:00 EEST

Boreo Plc issues EUR 13,000,000 capital securities and has agreed on a new long-term EUR 60,000,000 financing arrangement

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, HONG KONG, JAPAN, NEW ZEALAND, SINGAPORE, SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH THE OFFERING, RELEASE, PUBLICATION OR DISTRIBUTION OF THE NOTES WOULD BE UNLAWFUL.

Boreo Plc (”Boreo” or the ”Company”) issues capital securities in an aggregate principal amount of EUR 13,000,000 (the ”Capital Securities”). The Capital Securities carry a fixed interest rate of 8.75 per cent. per annum until 28 September 2029 (the ”Reset Date”). From the Reset Date, the Capital Securities will carry a floating rate of interest determined in accordance with the terms and conditions of the Capital Securities. The ISIN code of the Capital Securities is FI4000609805. The Capital Securities have no specified maturity date, but Boreo has the right to redeem the Capital Securities on the Reset Date and on each interest payment date thereafter, or upon the occurrence of certain events specified in the terms and conditions of the Capital Securities. The Capital Securities are expected to be issued on or about 28 September 2026.

The Capital Securities are subordinated to Boreo’s other obligations and are recognised as equity in Boreo’s consolidated financial statements under the IFRS standards currently in force.

Boreo intends to use the net proceeds from the issue of the Capital Securities to fund the repurchase of the EUR 20,000,000 hybrid notes issued by the Company on 21 March 2024 (the ”Notes”), as announced by Boreo on 16 September 2026, and for general corporate purposes.

The Company has concurrently signed a long-term financing arrangement in an aggregate amount of EUR 60,000,000 (the ”Financing Arrangement”) with OP Corporate Bank plc. Under the Financing Arrangement, OP Corporate Bank plc grants to the Company a EUR 24 million facility to be used for the refinancing of the Company’s existing loans, a EUR 13 million facility to be used for future acquisitions and for arranging the refinancing of target companies, a EUR 7 million facility to finance the repurchase of the Notes and a EUR 16 million revolving credit facility for the refinancing of existing loans and to be used for the general working capital needs of the group. The Financing Arrangement refinances the Company’s existing up to EUR 55,000,000 term and revolving facilities agreement originally dated 25 February 2022. The Financing Arrangement has a maturity of three years from the date of signing and includes two one-year extension options, the exercise of which is subject to the consent of the lender. OP Corporate Bank plc acts as coordinator, arranger, original lender, agent and security agent in the Financing Arrangement.

The Capital Securities issuance and the Financing Arrangement strengthen Boreo’s capital structure and allow the Company to accelerate its strategy of sustainable long-term earnings growth through the acquisition and ownership of profitable, entrepreneurial companies. The dedicated acquisition facility gives Boreo additional capacity to pursue and finance future acquisitions, while the refinancing of the Company’s existing facilities extends the maturity profile of its debt and provides enhanced financial flexibility to support the continued development of the group’s business areas.

”We were delighted to see such a strong demand for the Capital Securities which underscores investors’ continued trust in Boreo. The strong interest from investors allowed us to increase the size of the issue. The transactions strengthen Boreo’s capital structure, improve our cash flow by decreasing our average financing cost by approx. 1 percentage point and by improving the amortization profile. Altogether, the transactions allow us to accelerate our M&A activities. We are pleased to continue our long-term partnership with OP Corporate Bank plc in this next phase of Boreo’s growth journey”, says Tuomas Kahri, CEO of Boreo.

OP Corporate Bank plc acts as the lead manager for the issue of the Capital Securities. Dottir Attorneys Ltd acts as legal adviser to the Company in connection with the Capital Securities and the Financing Arrangement.

BOREO PLC

Further information:
Tuomas Kahri

Chief Executive Officer

tel. +358 50 435 1944

DISTRIBUTION:
Nasdaq Helsinki
Principal media
www.boreo.com

Boreo in brief

Boreo is a company listed on the Helsinki Stock Exchange that creates value by owning, acquiring and developing small and medium-sized companies over the long term. Boreo’s operations are organised into two business areas: Electronics and Technical Trade.

Boreo’s primary objective is sustainable long-term earnings growth. The Company’s business model is based on the acquisition and long-term ownership of profitable, entrepreneurial companies generating a high return on capital. At the core of the Company’s business model is the reinvestment of the cash flows of its companies at high expected rates of return in group companies or in acquisitions. Boreo operates in a decentralised organisational model that emphasises local responsibility and an entrepreneurial way of working. Sustainable long-term earnings growth of the group companies is secured by supporting and training the companies and their personnel.

In 2025, the group’s net sales amounted to EUR 153 million and it employs more than 300 people in seven countries. The Company’s head office is located in Vantaa, Finland.

Important notice

The information contained herein is not for release, publication or distribution, in whole or in part, directly or indirectly, in or into the United States, Australia, Canada, Hong Kong, Japan, New Zealand, Singapore, South Africa or such other countries or otherwise in such circumstances in which the release, publication or distribution would be unlawful. The information contained herein does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of, the Capital Securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such jurisdiction. No actions have been taken to register or qualify the Capital Securities, or otherwise to permit a public offering of the Capital Securities, in any jurisdiction.

This communication does not constitute an offer of the Capital Securities for sale in the United States. The Capital Securities have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), or under the applicable securities laws of any state of the United States, and the Capital Securities may not be offered, sold, pledged or otherwise transferred, directly or indirectly, within the United States or to, or for the account or benefit of, any U.S. Person (as such terms are defined in Regulation S under the Securities Act) except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act.

This communication does not constitute an offer of the Capital Securities to the public in the United Kingdom. No prospectus has been or will be approved in the United Kingdom in respect of the Capital Securities. Consequently, this communication is addressed to and directed only at persons in the United Kingdom in circumstances where provisions of section 21(1) of the Financial Services and Markets Act 2000, as amended, do not apply and are solely directed at persons in the United Kingdom who (i) have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Financial Promotion Order”), (ii) are persons falling within Article 49(2)(a) to (d) of the Financial Promotion Order, or (iii) are other persons to whom it may be otherwise lawfully communicated (all such persons together being referred to as “relevant persons”). This release is directed only at relevant persons and any person who is not a relevant person must not act or rely on this release or any of its contents.