How to subscribe within Public Sale Offerings (without the issuance of pre-emptive rights) carried out through the BVB

Hi! Even though they are called “sale offers”, you, as a potential investor with available funds, will actually be able to buy instruments (shares, bonds) within such an offer from the party launching the offer, who will sell them at a price set within the range specified in the offer documentation.

Subscriptions, or rather buy orders, within Public Sale Offerings that do not involve the issuance of pre-emptive rights are very similar to a normal trading order. However, there are a few specific features you should know in advance, so that you won’t encounter any unpleasant surprises.

There are a few general principles you will usually find in offer prospectuses.

1. Before placing an order in an offer, you must read the prospectus. Because, through the order you submit in the offer, you are telling us that: “I have read, understood, and accept the terms and conditions of the offer!”
2. Read the prospectus before placing the order, because most offers do not allow you to revoke the order!
3. You cannot participate in an offer unless the funds are free of any encumbrances. This means you cannot use instruments or cash that are pending settlement!
4. How do you place the order? As mentioned at the beginning, just like a normal trading order, using the ArenaXT-web platform.

There are a few details that differ from entering a normal order, as follows:

1. First of all, after you enter the symbol, you must select the technical market on which you want to place the order.

There are cases where you do not need to select any technical offer market. For example, in the case of an Initial Public Offering (IPO) intended for listing, carried out in a single tranche. In such a case, you will see only the Main market displayed on the order form, without having to select anything.

However, as a rule, a share sale offer, depending on its size, may be divided into several tranches.

Because offers are separate from trading

• A significant portion of the shares may be purchased only by institutional investors (investment/pension funds, banks, etc.).
• The remaining shares are offered for sale to retail investors, but even this much smaller package can be split into different tranches. For example, you may have a tranche with guaranteed allocation and a tranche with pro-rata allocation.

If the offer, according to the prospectus, has several tranches, then the BVB will allocate a technical market to each tranche. At the same time, the BVB will publish technical clarifications in this regard, which we will make available to you.

As a rule, if there are multiple tranches, technically they are split as follows:

POF – the institutional tranche

POFA – the retail tranche with guaranteed allocation

POFS – the retail tranche with pro-rata allocation

If technically it is not structured this way, we will take all steps to inform you how to proceed.

1. The next step is to select the investment account on which you want to place the order, making sure it is appropriate in terms of the currency in which the offer is traded.
2. Then, you must choose the OPEN validity term for the order. In offers, it is mandatory that orders have this validity term.
3. Finally, choose the quantity in compliance with the minimum or maximum volume set out in the prospectus. As a rule, subscriptions in a guaranteed tranche provide for a maximum volume. At the same time, in most cases, prospectuses provide a minimum subscription volume for an offer.
4. Then, before confirming the subscription, you still need to enter the price. You will find information about the price in the offer prospectus.

Below you can find an example of a subscription order within an offer, where the price is incorrect but the platform informs you:

In conclusion, you should remember the following regarding participation in Public Sale Offerings that do not involve the issuance of pre-emptive rights:

• The funds you allocate to an offer must be free of encumbrances (amounts pending settlement are not accepted).
• Select the technical market of the offer in which you are allowed or wish to participate.
• Orders must be placed with the OPEN validity term.
• The offer may allow revocable or irrevocable subscriptions (usually they are irrevocable).

And one more important point: the terms and conditions of the offer may be amended during the offer period through an amendment to the offer prospectus by the initiator. In such cases, you will have the right, within a limited timeframe, to revoke your subscription(s).