Sunborn Finance Oyj – Finnish Financial Supervision Authority has approved Sunborn Finance Oyj´s prospectus regarding relisting of its EUR 50 million senior secured callable floating rate bonds due 2024

Sunborn Finance Oyj Stock Exchange release 5 September 2023 at 2.00 p.m. (EEST).

Sunborn Finance Oyj (the “Company”) announced 22 August 2023 that it has started preparations to have its senior secured bond with an aggregate nominal amount of EUR 50 million (the “Bonds”, ISIN: FI4000292750) relisted on Nasdaq Helsinki. The Bonds were issued on 9 February 2018 and initially admitted to trading on the official list of Nasdaq Helsinki Ltd on 8 February 2019.

The Finnish Financial Supervisory Authority has today, 5 September 2023, approved an English language prospectus (the "Prospectus") concerning the Bonds. The Summary of the Prospectus has been translated into Finnish. The Prospectus is available on the Company’s website at https://www.sunborn.com/sunborn-finance-bond.

The Company has applied for the relisting of the Bonds on the official list of Nasdaq Helsinki Ltd and the listing is expected to start on or about 6 September 2023 with the trading code “SBFV048524”.

For more information

Hans Niemi, CEO Telephone: Finland +358 (0) 24454513 Email: hans.niemi@sunborn.com

Xavier Valero, General Counsel, Email: xavier.valero@sunborn.com

Important Information

This release is for information purposes only and is not to be construed as an offer to purchase or sell or a solicitation of an offer to purchase or sell with respect to any securities of the Company. The distribution of this release and the related material concerning the issuance of the Subsequent Notes may, in certain jurisdictions, be restricted by law. No actions have been taken to register or qualify the Subsequent Notes, or otherwise to permit a public offering of the Subsequent Notes, in any jurisdiction. Any offering material or documentation related to the Subsequent Notes may be received only in compliance with applicable exemptions or restrictions. Persons into whose possession this release or any such offering material or documentation may come are required to inform themselves of and observe all such restrictions. This release and any such offering material or documentation may not be distributed or published in any country or jurisdiction if to do so would constitute a violation of the relevant laws of such jurisdiction or would require actions under the laws of a state or jurisdiction other than Finland. In particular, this release and any such offering material or documentation may not be distributed in the United States, Australia, Canada, Hong Kong, Japan, New Zealand, Singapore or South Africa or any other jurisdiction in which it would not be permissible to offer the Subsequent Notes and this release and any related material concerning the issuance of the Subsequent Notes may not be sent to any person in the before mentioned jurisdictions. The information contained herein shall not constitute an offer to sell or tender, or a solicitation of an offer to buy or sell any of the Company’s securities, including the Subsequent Notes, to any person in any jurisdiction in which such offer, solicitation or sale or tender would be unlawful. None of the Company nor the Joint Bookrunners or their representatives accept any legal responsibility for any violation by any person, whether or not the persons contemplating investing in or divesting the Company’s securities, including the Subsequent Notes, are aware of such restrictions.

The Subsequent Notes have not been and will not be registered under the U.S. Securities Act, or under the securities laws of any state or other jurisdiction of the United States. The Subsequent Notes 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, U.S. Persons, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act.

The Company has not authorised the offering of the Subsequent Notes to the public in any member state of the European Economic Area (the “EEA”) or in the United Kingdom (each a “relevant state”). All offers of the Subsequent Notes in that relevant state will be made pursuant to an exemption under Regulation 2017/1129 of the European Parliament and of the Council (as amended, the “Prospectus Regulation”) (as the Prospectus Regulation forms part of domestic law of the United Kingdom by virtue of the European Union (Withdrawal) Act 2018) from the requirement to produce a prospectus under the Prospectus Regulation for offers of securities.

The information provided in this release and any offer materials relating to the Subsequent Notes 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 (a) have professional experience in matters relating to investments falling within Article 19(1) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) or (b) persons falling within Article 49(2)(a) to (d) of the Order, or other persons to whom they may be 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.