Strategic integration brings OpenRTB standards to onsite retail inventory across the US and Europe, enabling brands to activate high-intent placements alongside omnichannel campaigns

NEW YORK, Sept. 29, 2026 (GLOBE NEWSWIRE) — Teads (NASDAQ: TEAD), the omnichannel outcomes platform, and Koddi, a leading commerce media platform, today announced a global partnership delivering an open, universal OpenRTB standard for onsite retail media inventory. Building on Teads’ position as an early innovator in bringing real-time bidding (RTB) capabilities to native retail listings, this strategic collaboration directly tackles the top challenges facing advertisers today: according to IAB Europe’s Attitudes to Retail Media report, the fragmentation of retail media networks (51%) and a lack of standardization (53%) remain the primary barriers for buy-side stakeholders.

The integration enables advertisers to unify onsite retail media with their broader omnichannel strategy, seamlessly activating Sponsored Product Ads (SPAs) and high-intent Display placements in Teads Ad Manager across Koddi-powered networks in the US and Europe, including platforms such as Gopuff UK, Hopper, and Wolt Ads.

“At Wolt Ads, we’re focused on giving brands more ways to reach highly engaged, high-intent shoppers across our platform,” said Catalina Salazar, Global Head of Advertising at Wolt. “Opening our marketplace to differentiated demand partners like Teads via Koddi Ads lets us bring in incremental demand via the buying platform of the advertiser’s choice while maintaining full control over how our inventory is monetized.”

Retailers using Koddi Ads are adopting open programmatic to maximize inventory yield and meet demand in their preferred DSP. Supported by sales teams in over 55 countries, Teads supports Koddi Ads retailer partners, like Wolt Ads, with scaled and differentiated advertiser demand.

“Advertisers can activate retail media as part of their broader omnichannel strategy in Teads Ad Manager, reducing complexity while maximizing their campaign’s performance,” said Justin Sparks, GM of Retail & Commerce Media at Teads. “By embracing OpenRTB as a standardization framework, retailers unlock access to significantly more demand by opening up to omnichannel DSPs like ours. We believe this partnership represents the future of retail media: open, standardized, and integrated into the broader advertising ecosystem, connecting shopper and national brand dollars to the same pipes globally.”

Koddi’s commerce media platform enables retailers to open their valuable onsite inventory programmatically while maintaining complete control over inventory, pricing, and quality standards. Through this partnership, enterprise networks using Koddi’s platform can now access Teads’ global advertiser base seamlessly without managing custom, proprietary integrations.

“Our integration with Teads represents a significant milestone in making retail media truly programmatic on a global scale,” said Nicholas Ward, President at Koddi. “By connecting premium demand from Teads’ global advertiser ecosystem with retailers’ high-intent onsite inventory across markets, we’re empowering brands to scale retail media activation efficiently while giving retailers access to meaningful incremental demand.”

This partnership establishes a foundation for expanded ad format support and additional retail partnerships across markets in the future.

About Teads

Teads Holding Co. (“Teads”) (Nasdaq: TEAD) is a leading omnichannel advertising platform focused on driving outcomes for brand and performance advertisers across screens. With a focus on meaningful business outcomes for full-funnel objectives, Teads drives value by leveraging predictive AI technology to connect quality media, beautiful brand creative, and context-driven addressability and measurement. Teads is directly partnered with more than 10,000 publishers and 20,000 advertisers globally. The company is headquartered in New York, New York with a global team of around 1,700 people in 30+ countries.

For more information, visit www.teads.com.

About Koddi

Koddi is the leading retail and commerce media technology for enterprises. Leveraging AI and first-party data, Koddi builds retail and commerce media networks for the biggest companies in the world, including Booking.com, Kroger, Fanatics, and Cars.com. With more than a decade of experience and powering billions of media spend, the company is leading the fast-growing rise of commerce and retail media. Koddi supplies technologies that empower retailers, marketplaces, online travel agencies and more to realize the $100 billion commerce media opportunity. For more information, please visit koddi.com.

About Wolt
Wolt is a Helsinki-based technology company with a mission to bring joy, simplicity, and earnings to the neighborhoods of the world. Wolt develops a local commerce platform that connects people looking to order food, groceries, and other goods with people interested in selling and delivering them. Wolt was founded in 2014 and joined forces with DoorDash in 2022. Altogether, DoorDash operates in more than 40 countries today. You can read more on the Wolt website.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the federal securities laws, which statements involve substantial risks and uncertainties. Forward-looking statements generally relate to possible or assumed future results of our business, financial condition, results of operations, liquidity, plans and objectives. You can generally identify forward-looking statements because they contain words such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “could,” “intends,” “guidance,” “outlook,” “target,” “projects,” “contemplates,” “believes,” “estimates,” “predicts,” “foresee,” “potential” or “continue” or the negative of these terms or other similar expressions that concern our expectations, strategy, plans or intentions.

We have based these forward-looking statements largely on our current expectations and projections regarding future events and trends that we believe may affect our business, financial condition and results of operations. The outcome of the events described in these forward-looking statements is subject to risks, uncertainties and other factors, including but not limited to: the risk that our strategic partnership with Koddi may not yield the anticipated benefits, advertiser adoption, or scale across the US and European markets as expected; technical and operational challenges related to the OpenRTB integration; the highly competitive nature of the digital, CTV, and retail media advertising markets; and the other important risks described in the section entitled “Risk Factors” and elsewhere in the Annual Report on Form 10-K filed for the year ended December 31, 2025, and our Quarterly Reports on Form 10-Q filed for the quarters ended March 31, 2026, and June 30, 2026, filed with the Securities and Exchange Commission (the “SEC”), which are available on our website at https://investors.teads.com/ and on the SEC’s website at www.sec.gov.

Accordingly, you should not rely upon forward-looking statements as predictions of future events. We cannot assure you that the results, events and circumstances reflected in the forward-looking statements will be achieved or occur, and actual results, events or circumstances could differ materially from those projected in the forward-looking statements. We undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events. We do not assume any obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

CONTACT: Media Contact 
press@teads.com

Vaisala Corporation 
Managers’ Transactions 
September 29, 2026, at 11:30 a.m. (EEST) 

Vaisala Corporation: Managers’ Transactions – Björklund, Elina
____________________________________________

Person subject to the notification requirement
Name: EBIT OY
Position: Closely associated person
(X) Legal person

(1): Person Discharging Managerial Responsibilities In Issuer
Name: ELINA BJÖRKLUND
Position: Member of the Board

Issuer: VAISALA OYJ
LEI: 743700RNDD7KU11HW873

Notification type: INITIAL NOTIFICATION
Reference number: 173947/5/4

and:
Notification type: AMENDMENT
Reference number: 173947/6/4
Information regarding the Position has been updated.
____________________________________________

Transaction date: 2026-09-24
Venue: NASDAQ HELSINKI LTD (XHEL)
Instrument type: SHARE
ISIN: FI0009900682
Nature of transaction: ACQUISITION

Transaction details
(1): Volume: 600 Unit price: 60 EUR

Aggregated transactions (1):
Volume: 600 Volume weighted average price: 60 EUR

More information: 
Niina Ala-Luopa , investor relations
+358 400 728 957, ir@vaisala.com

Distribution: 
Nasdaq Helsinki 
Key media 
vaisala.com 

Vaisala is a global leader in measurement instruments and intelligence for climate action. We equip our customers with devices and data to improve resource efficiency, drive energy transition, and care for the safety and well-being of people and societies worldwide. With over 90 years of innovation and expertise, we employ a team of close to 2,500 experts committed to taking every measure for the planet. Vaisala series A shares are listed on the Nasdaq Helsinki stock exchange.
www.vaisala.com

Vaisala Corporation 
Managers’ Transactions 
September 29, 2026, at 11:30 a.m. (EEST) 

Vaisala Corporation: Managers’ Transactions – Björklund, Elina
____________________________________________

Person subject to the notification requirement
Name: EBIT OY
Position: Closely associated person
(X) Legal person

(1): Person Discharging Managerial Responsibilities In Issuer
Name: ELINA BJÖRKLUND
Position: Member of the Board

Issuer: VAISALA OYJ
LEI: 743700RNDD7KU11HW873

Notification type: INITIAL NOTIFICATION
Reference number: 173947/5/4

and:
Notification type: AMENDMENT
Reference number: 173947/6/4
Information regarding the Position has been updated.
____________________________________________

Transaction date: 2026-09-24
Venue: NASDAQ HELSINKI LTD (XHEL)
Instrument type: SHARE
ISIN: FI0009900682
Nature of transaction: ACQUISITION

Transaction details
(1): Volume: 600 Unit price: 60 EUR

Aggregated transactions (1):
Volume: 600 Volume weighted average price: 60 EUR

More information: 
Niina Ala-Luopa , investor relations
+358 400 728 957, ir@vaisala.com

Distribution: 
Nasdaq Helsinki 
Key media 
vaisala.com 

Vaisala is a global leader in measurement instruments and intelligence for climate action. We equip our customers with devices and data to improve resource efficiency, drive energy transition, and care for the safety and well-being of people and societies worldwide. With over 90 years of innovation and expertise, we employ a team of close to 2,500 experts committed to taking every measure for the planet. Vaisala series A shares are listed on the Nasdaq Helsinki stock exchange.
www.vaisala.com

Marks a major milestone in Nasdaq Calypso’s strategy to serve as the trusted orchestration layer connecting agents across capital market and treasury workflows

Introduces agentic capabilities, including a natural language assistant to automate analysis of the platform’s system-of-record data

NEW YORK, Sept. 29, 2026 (GLOBE NEWSWIRE) — Nasdaq (Nasdaq: NDAQ) today launched a framework for integrating AI capabilities within capital market and treasury operations, addressing some of the bottlenecks that are preventing scaled institutional adoption. At its core, Nasdaq has established an agentic AI operating environment within its Nasdaq Calypso platform, providing financial institutions with a contained, governed space to run, connect, and scale AI agents across the trade lifecycle.

“For institutions to adopt AI agents at scale, they need a trusted, governed infrastructure inside the capital market platforms they already run, a place to connect agents from many different sources to real workflows, data, and controls,” said Magnus Haglind, Head of Capital Markets Technology at Nasdaq. “By integrating agentic capabilities and serving as the orchestration layer, we are evolving Nasdaq Calypso from a system of record into an intelligent platform that automates activity at every stage of the trade lifecycle.”

AI has enormous potential across capital market workflows to enhance risk controls, reduce settlement failures, and transform operational data into automated actions. According to a recent Nasdaq and Acuiti survey, almost half of respondents highlighted challenges relating to manual intervention within their post-trade operations, while 56% said they risk losing ground to competitors if they do not integrate AI or machine learning into their clearing operations.

How the Nasdaq Calypso Agentic AI Environment Will Work

Nasdaq Calypso is an advanced capital markets and treasury platform used by banks, brokers, asset managers, central banks, and other financial institutions to process front-to-back office trading, risk management, and collateral workflows. The operating environment will allow clients to access Nasdaq Calypso’s agents and connect their own proprietary AI infrastructure through an integrated layer built on the Model Context Protocol (MCP). MCP is an emerging industry standard for linking AI agents to software.

The environment applies robust operational boundaries, live oversight, and strict sandboxing with no external data retention, designed to keep AI agents operating solely within an institution’s perimeter and policies. It will enable agents to operate on core Nasdaq Calypso data, drawing on the platform’s system-of-record trading, risk, and collateral records, and can be extended with additional enterprise, market, and reference data sources.

Today’s launch also aligns with the first agentic capabilities available in the environment: a natural language assistant that lets users query the platform’s data, documentation, and other information. The functionality seeks to deepen how teams can use the platform, enhance productivity around data analysis and document review, and accelerate decision-making.

Nasdaq plans to roll out a suite of governed agentic workers designed to address operational friction caused by manual processes that persist across capital market workflows.

Clients retain full control of their data. The agents will be hosted by Nasdaq and delivered through Nasdaq Calypso’s cloud environment, which is built on Amazon Bedrock to provide the scalable services and governance controls required to run agentic AI in regulated environments. On-premises clients will also be able to connect to those same agents.

Nasdaq will partner with individual clients as they work through internal AI governance and control requirements to bring these capabilities online. The launch builds on Nasdaq’s extensive AI capabilities within its suite of Financial Technology platforms, including Nasdaq Verafin’s Agentic AI workforce leveraged by 800+ clients, and AI-powered regulatory reporting in Nasdaq AxiomSL. As institutions increasingly adopt these technology platforms, the patterns learned are expected to help deliver even greater levels of performance and client outcomes.

Media contact:

Andrew Hughes; +44 (0)7443 100896; Andrew.Hughes@nasdaq.com  

About Nasdaq

Nasdaq (Nasdaq: NDAQ) is a leading technology platform that powers the world’s economies. We architect the world’s most modern markets, power the innovation economy, and build trust in the financial system. We empower economic opportunity by designing and deploying the technology, data, and advanced analytics that enable our clients to capture opportunities, navigate risk, and strengthen resilience. To learn more about the company, technology solutions and career opportunities, visit us on LinkedIn, on X @Nasdaq, or at www.nasdaq.com.

-NDAQG-

© 2026 Nasdaq, Inc. The Nasdaq logo and the Nasdaq ‘ribbon’ logo are the registered and unregistered trademarks, or service marks, of Nasdaq, Inc. in the U.S. and other countries. All rights reserved. This communication and the content found by following any link herein are being provided to you by Nasdaq, Inc. and/or certain of its subsidiaries (collectively, “Nasdaq”), for informational purposes only. Nasdaq makes no representation or warranty with respect to this communication or such content and expressly disclaims any implied warranty under law. At the time of publication, the information herein was believed to be accurate, however, such information is subject to change without notice. Nothing herein shall constitute a recommendation, solicitation, invitation, inducement, promotion, or offer for the purchase or sale of any investment product, nor shall this material be construed in any way as investment, legal, or tax advice, or as a recommendation, reference, or endorsement by Nasdaq.

Cautionary Note Regarding Forward-Looking Statements:  

Information set forth in this press release contains forward-looking statements that involve a number of risks and uncertainties. Nasdaq cautions readers that any forward-looking information is not a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking information. Forward-looking statements can be identified by words such as “will,” “can,” “enable,” “plans ” “seeks,” “designed to” and other words and terms of similar meaning. Such forward-looking statements include, but are not limited to, statements related to the performance and benefits of Nasdaq Calypso and its AI capabilities, including agentic functionality. Forward-looking statements involve a number of risks, uncertainties or other factors beyond Nasdaq’s control. These risks and uncertainties are detailed in Nasdaq’s filings with the U.S. Securities and Exchange Commission, including its annual reports on Form 10-K and quarterly reports on Form 10-Q which are available on Nasdaq’s investor relations website at http://ir.nasdaq.com and the SEC’s website at www.sec.gov. Nasdaq undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise.  

Marks a major milestone in Nasdaq Calypso’s strategy to serve as the trusted orchestration layer connecting agents across capital market and treasury workflows

Introduces agentic capabilities, including a natural language assistant to automate analysis of the platform’s system-of-record data

NEW YORK, Sept. 29, 2026 (GLOBE NEWSWIRE) — Nasdaq (Nasdaq: NDAQ) today launched a framework for integrating AI capabilities within capital market and treasury operations, addressing some of the bottlenecks that are preventing scaled institutional adoption. At its core, Nasdaq has established an agentic AI operating environment within its Nasdaq Calypso platform, providing financial institutions with a contained, governed space to run, connect, and scale AI agents across the trade lifecycle.

“For institutions to adopt AI agents at scale, they need a trusted, governed infrastructure inside the capital market platforms they already run, a place to connect agents from many different sources to real workflows, data, and controls,” said Magnus Haglind, Head of Capital Markets Technology at Nasdaq. “By integrating agentic capabilities and serving as the orchestration layer, we are evolving Nasdaq Calypso from a system of record into an intelligent platform that automates activity at every stage of the trade lifecycle.”

AI has enormous potential across capital market workflows to enhance risk controls, reduce settlement failures, and transform operational data into automated actions. According to a recent Nasdaq and Acuiti survey, almost half of respondents highlighted challenges relating to manual intervention within their post-trade operations, while 56% said they risk losing ground to competitors if they do not integrate AI or machine learning into their clearing operations.

How the Nasdaq Calypso Agentic AI Environment Will Work

Nasdaq Calypso is an advanced capital markets and treasury platform used by banks, brokers, asset managers, central banks, and other financial institutions to process front-to-back office trading, risk management, and collateral workflows. The operating environment will allow clients to access Nasdaq Calypso’s agents and connect their own proprietary AI infrastructure through an integrated layer built on the Model Context Protocol (MCP). MCP is an emerging industry standard for linking AI agents to software.

The environment applies robust operational boundaries, live oversight, and strict sandboxing with no external data retention, designed to keep AI agents operating solely within an institution’s perimeter and policies. It will enable agents to operate on core Nasdaq Calypso data, drawing on the platform’s system-of-record trading, risk, and collateral records, and can be extended with additional enterprise, market, and reference data sources.

Today’s launch also aligns with the first agentic capabilities available in the environment: a natural language assistant that lets users query the platform’s data, documentation, and other information. The functionality seeks to deepen how teams can use the platform, enhance productivity around data analysis and document review, and accelerate decision-making.

Nasdaq plans to roll out a suite of governed agentic workers designed to address operational friction caused by manual processes that persist across capital market workflows.

Clients retain full control of their data. The agents will be hosted by Nasdaq and delivered through Nasdaq Calypso’s cloud environment, which is built on Amazon Bedrock to provide the scalable services and governance controls required to run agentic AI in regulated environments. On-premises clients will also be able to connect to those same agents.

Nasdaq will partner with individual clients as they work through internal AI governance and control requirements to bring these capabilities online. The launch builds on Nasdaq’s extensive AI capabilities within its suite of Financial Technology platforms, including Nasdaq Verafin’s Agentic AI workforce leveraged by 800+ clients, and AI-powered regulatory reporting in Nasdaq AxiomSL. As institutions increasingly adopt these technology platforms, the patterns learned are expected to help deliver even greater levels of performance and client outcomes.

Media contact:

Andrew Hughes; +44 (0)7443 100896; Andrew.Hughes@nasdaq.com  

About Nasdaq

Nasdaq (Nasdaq: NDAQ) is a leading technology platform that powers the world’s economies. We architect the world’s most modern markets, power the innovation economy, and build trust in the financial system. We empower economic opportunity by designing and deploying the technology, data, and advanced analytics that enable our clients to capture opportunities, navigate risk, and strengthen resilience. To learn more about the company, technology solutions and career opportunities, visit us on LinkedIn, on X @Nasdaq, or at www.nasdaq.com.

-NDAQG-

© 2026 Nasdaq, Inc. The Nasdaq logo and the Nasdaq ‘ribbon’ logo are the registered and unregistered trademarks, or service marks, of Nasdaq, Inc. in the U.S. and other countries. All rights reserved. This communication and the content found by following any link herein are being provided to you by Nasdaq, Inc. and/or certain of its subsidiaries (collectively, “Nasdaq”), for informational purposes only. Nasdaq makes no representation or warranty with respect to this communication or such content and expressly disclaims any implied warranty under law. At the time of publication, the information herein was believed to be accurate, however, such information is subject to change without notice. Nothing herein shall constitute a recommendation, solicitation, invitation, inducement, promotion, or offer for the purchase or sale of any investment product, nor shall this material be construed in any way as investment, legal, or tax advice, or as a recommendation, reference, or endorsement by Nasdaq.

Cautionary Note Regarding Forward-Looking Statements:  

Information set forth in this press release contains forward-looking statements that involve a number of risks and uncertainties. Nasdaq cautions readers that any forward-looking information is not a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking information. Forward-looking statements can be identified by words such as “will,” “can,” “enable,” “plans ” “seeks,” “designed to” and other words and terms of similar meaning. Such forward-looking statements include, but are not limited to, statements related to the performance and benefits of Nasdaq Calypso and its AI capabilities, including agentic functionality. Forward-looking statements involve a number of risks, uncertainties or other factors beyond Nasdaq’s control. These risks and uncertainties are detailed in Nasdaq’s filings with the U.S. Securities and Exchange Commission, including its annual reports on Form 10-K and quarterly reports on Form 10-Q which are available on Nasdaq’s investor relations website at http://ir.nasdaq.com and the SEC’s website at www.sec.gov. Nasdaq undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise.  

Company announcement no. 37 – 26
29 September 2026

Transactions in connection with share buy-back program

On 4 March 2026 NTG Nordic Transport Group (“NTG”) announced a share buy-back program, as described in company announcement no. 3 – 26. The program will be executed in accordance with the principles of Regulation No. 596/2014 of the European Parliament and Council of 16 April 2014 (MAR) and Commission Delegated Regulation (EU) 2016/1052, also referred to as the Safe Harbor rules.

The purposes of the share buy-back programme are to meet obligations relating to acquisition of minority shareholders’ shares in NTG subsidiaries under the “Ring-the-Bell” concept, cover obligations arising under share-based incentive programmes, and potentially for other purposes such as payment in relation to potential M&A transactions.

During the period, NTG will purchase its own shares for an aggregate maximum amount of DKK 200,000,000, up to 1,250,000 shares (nominally DKK 25,000,000), corresponding to 5.52% of the current share capital of NTG.

The share buy-back programme will run from 5 March 2026 to 9 November 2026 at the latest, both days inclusive.

The following transactions have been made under the share buy-back program:

  Number of shares Average purchase price (DKK) Transaction value (DKK)
Accumulated, latest announcement 757,656   165,794,698
22 September 2026 3,500 278.3 973,895
23 September 2026 1,600 278.3 445,311
24 September 2026 1,200 281.2 337,477
25 September 2026 3,700 279.6 1,034,615
28 September 2026 1,464 282.1 413,055
Accumulated under the program 769,120   168,999,051

With the transactions stated above, NTG owns a total of 1,061,945 treasury shares, corresponding to 4.69% of the current share capital of NTG.

Details of each transaction are included as appendix.

Additional information

For additional information, please contact:

Investor relations & Press:
Sebastian Rosborg
Head of Investor Relations 
& External communications                                   
+45 42 12 80 99
sebastian.rosborg@ntg.com
ir@ntg.com | press@ntg.com

Attachments

Company announcement no. 37 – 26
29 September 2026

Transactions in connection with share buy-back program

On 4 March 2026 NTG Nordic Transport Group (“NTG”) announced a share buy-back program, as described in company announcement no. 3 – 26. The program will be executed in accordance with the principles of Regulation No. 596/2014 of the European Parliament and Council of 16 April 2014 (MAR) and Commission Delegated Regulation (EU) 2016/1052, also referred to as the Safe Harbor rules.

The purposes of the share buy-back programme are to meet obligations relating to acquisition of minority shareholders’ shares in NTG subsidiaries under the “Ring-the-Bell” concept, cover obligations arising under share-based incentive programmes, and potentially for other purposes such as payment in relation to potential M&A transactions.

During the period, NTG will purchase its own shares for an aggregate maximum amount of DKK 200,000,000, up to 1,250,000 shares (nominally DKK 25,000,000), corresponding to 5.52% of the current share capital of NTG.

The share buy-back programme will run from 5 March 2026 to 9 November 2026 at the latest, both days inclusive.

The following transactions have been made under the share buy-back program:

  Number of shares Average purchase price (DKK) Transaction value (DKK)
Accumulated, latest announcement 757,656   165,794,698
22 September 2026 3,500 278.3 973,895
23 September 2026 1,600 278.3 445,311
24 September 2026 1,200 281.2 337,477
25 September 2026 3,700 279.6 1,034,615
28 September 2026 1,464 282.1 413,055
Accumulated under the program 769,120   168,999,051

With the transactions stated above, NTG owns a total of 1,061,945 treasury shares, corresponding to 4.69% of the current share capital of NTG.

Details of each transaction are included as appendix.

Additional information

For additional information, please contact:

Investor relations & Press:
Sebastian Rosborg
Head of Investor Relations 
& External communications                                   
+45 42 12 80 99
sebastian.rosborg@ntg.com
ir@ntg.com | press@ntg.com

Attachments

Arco Vara AS entered into a preliminary agreement for the sale of its 75% stake in the Bulgarian real estate development company Botanica Lozen EOOD. The buyer is Kamaleo Invest OOD, which already owns 25% of Botanica Lozen EOOD. The transaction constitutes a management buyout – Christian Petrov, representing Kamaleo Invest OOD, has served as the General Manager of Botanica Lozen EOOD since 27 October 2025.

The purchase price for the 75% stake is EUR 6.3 million, of which EUR 1.27 million will be paid as a non-refundable deposit within seven business days of signing the preliminary agreement, EUR 1.00 million by 31 October 2026, and EUR 4.03 million upon completion of the transaction. Under the preliminary agreement, the first two payments will be financed through a loan granted by Botanica Lozen EOOD to the buyer. The remaining EUR 4.03 million will be paid by the buyer upon completion of the transaction. The deadline for completion of the transaction is 26 February 2027.

As part of the transaction, Arco Vara AS will also dispose of the non-operating companies remaining from previous Bulgarian development projects: Arco Riverside EOOD, Arco Manastirski EOOD, Arco Vara Bulgaria EOOD, Arco Invest EOOD and Iztok Parkside EOOD. These companies do not have a material impact on the assets, financial results or cash flows of the Arco Vara group.

Following completion of the transaction, Kamaleo Invest OOD will own 100% of Botanica Lozen EOOD and the Arco Vara group will no longer have any subsidiaries engaged in real estate development in Bulgaria. As a result, Arco Vara will exit the Bulgarian real estate development business and the group’s direct business and financial risks related to development activities in Bulgaria will cease. The capital released through the transaction will be directed towards Arco Vara’s development projects in Estonia, including the Luther Quarter and Arcojärve developments.

The equity of Botanica Lozen EOOD is approximately EUR 8.7 million. The EUR 6.3 million purchase price for the 75% stake is close to the equity value attributable to Arco Vara’s stake and, therefore, Arco Vara does not expect the transaction to have a material impact on the group’s profit. Upon completion of the transaction, Arco Vara will cease consolidating Botanica Lozen EOOD. Consequently, the group’s consolidated assets and liabilities will decrease by the respective assets and liabilities of Botanica Lozen EOOD, taking into account the consideration received from the transaction.

As Kamaleo Invest OOD owns 25% of Arco Vara AS’s subsidiary Botanica Lozen EOOD, the transaction constitutes a related-party transaction. The transaction does not qualify as a material related-party transaction within the meaning of clause 7.9.4 of the Rules of Nasdaq Tallinn. The disposal of the stake in Botanica Lozen EOOD qualifies as a material disposal of a holding within the meaning of clause 7.12 of the Rules. The members of the Management Board and Supervisory Board of Arco Vara AS have no personal interest in the transaction.

In 2018, Arco Vara acquired 100% of Arco Lozen EOOD, the predecessor of Botanica Lozen EOOD, for EUR 2.939 million. At the time of acquisition, the transaction was not accounted for as a business combination, as the company had no active business operations and the acquisition essentially represented the purchase of land with development potential. Following the acquisition, Arco Vara has made additional investments in the development of the project and the company’s capital structure has changed significantly. Therefore, the 2018 acquisition price for the 100% stake is not directly comparable with the EUR 6.3 million disposal price for the current 75% stake.

Financial indicators of Botanica Lozen EOOD

EUR thousand, unless otherwise indicated 2023 2024 2025
Revenue 0 0 0
Net profit/loss -432 177 -612
Dividend per share, EUR 0 0 0


Comparative financial information based on the audited annual reports for the last two financial years

EUR thousand 2024 2025
Revenue 0 0
Operating profit/loss 178 -460
Net profit/loss 177 -612
Total assets 12,121 13,629
Total liabilities 10,817 12,935
Equity 1,304 654

Since the end of the 2025 financial year, the financial position of Botanica Lozen EOOD has been materially affected by the conversion of approximately EUR 5.7 million of loan liabilities into equity and the sale of a 25% stake to Kamaleo Invest OOD in May 2026.

Loan liabilities

EUR thousand 28 September 2026
Total loan liabilities 139.5
incl. to Arco Vara group companies* 139.5
incl. to credit institutions 0
incl. other loan liabilities 0

*On the Closing Date, Botanica Lozen EOOD’s loan liabilities to Arco Vara group companies will be zero.

Prior to the transaction, the ownership structure of Botanica Lozen EOOD is Arco Vara AS 75% and Kamaleo Invest OOD 25%. Upon completion of the transaction, Kamaleo Invest OOD will become the sole shareholder of the company.

Botanica Lozen EOOD is not involved in any pending court or arbitration proceedings that could materially affect the company’s business activities.

At the time of disclosure of the transaction, there are no other agreements in force between Arco Vara AS and Botanica Lozen EOOD apart from the intragroup loan agreement referred to above.

The General Manager of Botanica Lozen EOOD is Christian Petrov. The company does not have a supervisory board.

Arco Vara AS will inform the market separately upon completion of the transaction.

The use of the Arco Vara trademark in Bulgaria will continue under a licence agreement by a local real estate agency that is not part of the Arco Vara consolidation group.

Darja Bolshakova
CFO
Arco Vara AS
darja.bolshakova@arcovara.com   

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