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Public offering of Hepsor bonds

Hepsor to launch a public offering of its bonds in Estonia, Latvia, and Lithuania. Below you will find information on the terms and conditions of the offer, deadlines, and other relevant details.

Investors are welcome to invest in the diverse and diversified property development portfolio of a well-capitalised listed company.

Terms and conditions of offer

  • Issuer: Hepsor AS
  • Security: EUR 9.50 Hepsor AS bond 25–2028
  • Type of security: Unsecured and unsubordinated bond
  • ISIN: EE0000002749
  • Type of offering: Public offering to retail and institutional investors in Estonia, Latvia, and Lithuania
  • Issue volume: 6 million euros with the option to increase up to 8 million euros
  • Price (nominal value) of one bond: €1 000
  • Subscription period: 12 November 2025, 10:00 – 21 November 2025, 15:30
  • Interest rate: 9,50% per year
  • Interest payments: Quarterly (26 February, 26 May, 26 August, and 26 November)
  • Value date: 26 November 2025
  • Maturity period: 26 November 2028
  • Listed on: Nasdaq Tallinn Stock Exchange, Baltic Bond List
  • First trading day: 27 November 2025 or a date close to it
  • Prospectus approved: 10 November 2025 by the Financial Supervision Authority

Timeframe

12.11
10:00
Subscription begins
21.11
15:30
Subscription ends
24.11
Subscription results
26.11
Settlement day
27.11
Bonds admitted to trading

Address by Martti Krass, Hepsor AS management board member

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A well-capitalised listed company

In almost 15 years, Hepsor has grown from a residential property developer focused on the Estonian market to a modern listed company operating as a residential and commercial property developer in Estonia, Latvia, and Canada. The company has been listed on the Nasdaq Baltic Main List since 2011 and regularly publishes financial statements in accordance with IFRS standards.

2011
Hepsor is founded
2017
expansion to Latvia
2021
listed on the Nasdaq Baltic Main List
2023
expansion to Canada
2025
launch of the bond programme

Well-capitalised

Hepsor has a solid capital base: adjusted equity of €37.6 million and an adjusted equity-to-assets ratio of 46.6% ensure robust financial stability and protect the company against risks associated with both the market and individual projects.

Balanced debt

The company keeps its debt under control. A debt ratio of 55.7% shows a balanced leverage that allows for sustainable growth while maintaining a sufficient buffer to hedge risks and protect investors’ interests.

Stable
cash flow

Financial security is based on 30 active development projects in three countries. A diverse portfolio ensures a stable and predictable cash flow to support day-to-day operations, new projects and timely debt service.

38.4 MEUR

consolidated
turnover
in 2024

2.1 MEUR

consolidated net profit in 2024

385 MEUR

potential return on development portfolio

88.8 MEUR

total
assets 31.12.24

Diverse investment

The capital raised will not be channelled towards the implementation of a specific project or for funding a specific market. The bond offers the opportunity to contribute to a diverse development portfolio that includes existing and new projects in domestic markets in Estonia and Latvia as well as in Canada. For investors, this translates into geographic and project-based diversification of risk, ensuring a more stable and balanced risk profile for their investments and the potential to benefit from growth in different markets.

Geographical diversification

15
projects in Estonia
(80 000 m²)
10
projects in Latvia
(98 000 m²)
5
projects in Canada
(245 000 m²)

Portfolio diversification

178 000 m²
Total development volume
in home markets
95 000 m²
Residential developments
portfolio
83 000 m²
Business premises
development portfolio

Frequently asked questions

Hepsor bonds offer investors the opportunity to invest in real estate in a diversified way. Unlike other issuers, Hepsor’s cash flow is based on a development portfolio that is diversified both in terms of geography and segment, covering residential and commercial real estate across multiple markets in Estonia, Latvia, and Canada, as well as projects at various stages of development. The capital raised is not tied to any one specific project, but rather to the entire development portfolio, which diversifies investor risk and mitigates turbulence arising from external factors. In addition, the bonds offer a transparent investment opportunity in a listed company with a strong market position and a focus on profitability and stable value growth.

Yes, we plan to admit the bonds to trading on the Nasdaq Tallinn exchange bond list giving investors the opportunity to trade them on the secondary market.

Yes, we plan to admit the bonds to trading on the Nasdaq Tallinn exchange bond list, after which they will be tradable on the secondary market and you can exit the investment before maturity if you wish.

Hepsor bonds can be subscribed to through Nasdaq account operators (list of banks available here). The subscriber must have a Baltic securities account. To subscribe for bonds as a legal entity, you must have a valid LEI code in addition to a securities account.

The minimum subscription amount is the nominal value of one bond, i.e. €1000. The maximum is the total volume of the issue, i.e. €6 million.

In the case of oversubscription, bonds will be allocated on the following basis: all investors will be treated equally under the same conditions, but depending on the number of investors and interest in the issue, Hepsor may set a minimum and maximum number of bonds to be allocated to individual investors. The company also has the right to apply different allocation principles to retail and institutional investors. The issuer may also give preference to the company’s existing shareholders, bondholders and employees over other investors. A minimum amount can be guaranteed to all investors. Some investors may receive fewer bonds than they requested.

Bond allocation results will be published no later than 24 November 2025, or on a nearby date. Investors will receive confirmation through their bank or platform.

Interest payments are made according to the schedule set out in the bond terms and conditions. The first payment will be made on 26 February 2026.

Taxation depends on the tax laws of your country of residence. We recommend consulting a financial adviser or your financial institution.

Martti Krass

Member of the Management Board

martti@hepsor.ee

Important Information

This announcement constitutes a securities advertisement within the meaning of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017. Each investor must make any investment decision solely on the basis of the information contained in the Prospectus, its summary, the bond terms and conditions, and the final terms. The approval of the Prospectus by the Estonian Financial Supervision and Resolution Authority should not be construed as an endorsement of Hepsor’s bonds.

The information contained in this announcement is not intended for publication, distribution, or transmission, in whole or in part, directly or indirectly, in or into any country or under any circumstances where such publication, distribution, or transmission would be unlawful, or to any persons subject to financial sanctions imposed by competent authorities.

Hepsor’s bonds are offered publicly only in Estonia, Latvia, and Lithuania. No offer or sale of the bonds is being made in any jurisdiction where such offer, solicitation, or sale would be unlawful without an applicable exemption or qualification, or to persons subject to financial sanctions imposed by competent authorities. The bonds are offered publicly only on the basis of the Prospectus, its summary, the bond terms and conditions, and the final terms, and the offering is addressed solely to persons to whom the Prospectus is directed.

This announcement has not been approved by any supervisory authority and does not constitute a prospectus.