Nova Ljubljanska Banka D D Ljubljana — 3rd Quarter Results

(LSE:NLB) NOVA LJUBLJANSKA BANKA D.D., LJUBLJANA (NLB) reported a net profit of EUR 159.6 million for the third quarter of 2026. The group's net profit for the first nine months of 2026 reached EUR 412.0 million. Results before impairments and provisions increased by 18%, attributed to solid loan growth, rising margins, and cost discipline. In October, NLB Group issued EUR 400 million of Tier 2 notes at a record low spread. This issuance strengthened the group's capital ratios and supports both organic and inorganic growth. NLB has signed an agreement to acquire more than 55% of Deželna banka Slovenije. Deželna banka Slovenije has EUR 1.6 billion in assets and EUR 524 million in risk-weighted assets (RWAs). The bank holds a 2.8% market share. The acquisition is pending regulatory approval. Completion of the acquisition is expected in the second half of 2027. The acquisition is intended to further support NLB's growth strategy. The group highlights the importance of disciplined cost management and margin improvement in its financial performance. The issuance of Tier 2 notes is noted as being at a record low spread. The acquisition of Deželna banka Slovenije is a significant inorganic growth initiative for NLB.

Nova Ljubljanska Banka D D Ljubljana — Notice of GM

(LSE:NLB) Nova Ljubljanska Banka d.d., Ljubljana (NLB) will propose to shareholders at the General Meeting on 14 December 2026 a second dividend tranche of EUR 138,400,000. This dividend equates to EUR 6.92 gross per share. The dividend is scheduled to be paid on 22 December 2026, with a cut-off date of 21 December 2026. The payment of this dividend will be excluded from the capital base, ensuring that Group capital ratios remain stable and above regulatory requirements. Including the EUR 138,400,000 dividend paid on 23 June 2026, total distributions to shareholders will amount to EUR 276.8 million. This total distribution represents 55% of the 2025 net profit. Shareholders will also be asked to approve a 1-for-5 share split. The share split will increase the number of shares from 20,000,000 to 100,000,000. The effective date for the share split is 8 February 2027. The share split will also change the GDR ratio from 5:1 to 1:1. These proposals will be subject to shareholder approval at the General Meeting. The company states that the dividend payment will not impact the Group's capital ratios. The dividend and share split are part of the company's planned capital management and shareholder return strategy.

Nova Ljubljanska Banka D D Ljubljana — Issue of Debt

(LSE:NLB) Nova Ljubljanska Banka d.d. announced the issuance of subordinated Tier 2 notes. The aggregate nominal amount of the notes will be EUR 400 million. The notes are intended for inclusion into Tier 2 capital. Orders were received from eligible counterparties and professional clients outside the United States of America. The notes are expected to be issued on 20 October 2026. The maturity date of the notes will be 20 October 2036. The issuer will have the option for early redemption on 20 October 2031. Until 20 October 2031, the interest on the principal of the notes will accrue at the interest rate of 5.232% per annum. After 20 October 2031, the interest rate will be the applicable reset rate increased by a margin of 1.75%. The issue price will be equal to 100% of their nominal amount. The ISIN code of the notes will be XS3535896016. This announcement will be available on the company's website as of 12 October 2026.

Nova Ljubljanska Banka D D Ljubljana — Announcement of the issuance of subordinated notes

(LSE:NLB) Nova Ljubljanska banka d.d. (NLB d.d.) has announced the envisaged issuance of subordinated notes. The company has mandated BofA Securities Europe SA, Erste Group Bank AG, Goldman Sachs Bank Europe SE, and UBS Europe SE, together with NLB d.d., as Joint Lead-Managers to organize a potential issuance of subordinated notes. The subordinated notes are intended for inclusion into Tier 2 capital. The expected amount of the issuance is EUR 300 million. The notes will have a 10-year maturity and will be callable after 5 years. The issuance is subject to favorable suitable market conditions. The notes will be offered to eligible counterparties and professional clients outside the United States of America. The announcement will be available on the company's website as of 12 October 2026. The disclosure is made pursuant to the Rules of the Ljubljana Stock Exchange and Article 158 of the Market in Financial Instruments Act, relating to Article 17 of Regulation (EU) No 596/2014. The information is provided by RNS, the news service of the London Stock Exchange, which is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom.

Agreement to Acquire More Than 55% in DBS reached

(LSE:NLB) Nova Ljubljanska Banka d.d. (NLB Group) has entered into a share purchase agreement with Skupina PRVA d.d. and its related parties, as well as with KD Group d.d., to acquire more than 55% of the voting rights in Deželna banka Slovenije d.d. (DBS). DBS is a Slovenian universal bank with 65 branches, making it the third-largest branch network among banks in Slovenia. As at year-end 2025, DBS had total assets of EUR 1.6 billion, representing a 2.8% market share. DBS's risk-weighted assets (RWA) amounted to EUR 524 million. DBS serves all key customer segments, with a strategic focus on retail customers, small and medium-sized enterprises (SMEs), and the agri-food sector. DBS is noted for its strong presence in agriculture, the agri-food sector, rural areas, and the cooperative sector, acting as a specialised financial partner. Both transactions are expected to be completed following receipt of all required regulatory approvals, most likely in the second half of next year. NLB Group expects no obstacles to obtaining such approvals. NLB is open to discussing the acquisition of a larger strategic share with the remaining shareholders. Blaž Brodnjak, NLB's CEO, stated that the planned acquisition aims to further strengthen NLB's support for the agricultural sector and to preserve and develop DBS's expertise and network. Following successful completion of the transaction and takeover, DBS is expected to become part of the NLB Group. NLB aims to combine the strengths of both banks to provide customers with a broader range of financial services, access to modern digital solutions, and an extensive branch and ATM network. NLB intends to retain DBS's network in areas where NLB currently does not have a physical presence. The goal is to create greater value for shareholders and stakeholders and to further strengthen NLB Group's position in its home market. NLB was supported in the transaction by Keefe, Bruyette & Woods (KBW) and law firm Kavčič, Bračun, Partners.

Nova Ljubljanska Banka D D Ljubljana — NLB d.d., Ljubljana announces new SREP requirement

(LSE:NLB) NLB d.d., Ljubljana announces that the ECB issued a new SREP decision for NLB Group under which it has reduced the Pillar 2 Requirement from 2.10% to 2.07%, while the Pillar 2 guidance remains at 0.75%. The new SREP decision shall apply as of 1 January 2027.

NLB Publishes Amended Offering Memorandum - Addiko

(LSE:NLB) Nova Ljubljanska banka d.d. has published an amended offering memorandum for its all cash voluntary public takeover offer aimed at acquiring control of Addiko Bank AG. The offer price is EUR 37.00 per Addiko share (cum dividend), representing a 39.6% premium to the competing offer, with a subject of 19,500,000 no-par value ordinary bearer shares (100% of issued share capital). The minimum acceptance threshold has been reduced to 50% plus one share, corresponding to 9,750,001 Addiko shares, and the acceptance period has been extended until Wednesday, 29 July 2026. Addiko shareholders who have already accepted the competing offer by Raiffeisen Bank International AG may revoke their acceptance declarations until Thursday, 23 July 2026 and tender their shares into NLB's offer. The offer is subject to conditions precedent including the minimum acceptance threshold, merger control clearance, banking regulatory clearance in relevant jurisdictions, no material adverse change, no significant Euro Stoxx Banks Index decline, and no significant compliance breach. The long stop date for the offer is 31 May 2027, and Erste Group Bank AG is the payment and settlement agent. The company projects that the reduction of the minimum acceptance threshold substantially reduces execution risk for shareholders interested in tendering into the NLB offer.

Confirmed Threshold and Extended Acceptance Period

(LSE:NLB) Nova Ljubljanska Banka d.d. announced that the Austrian Takeover Commission has approved amendments to NLB's Offer, including lowering the minimum acceptance threshold in its all-cash voluntary public takeover offer for Addiko Bank AG from 75% to more than 50%. The acceptance threshold will be lowered to 50% plus one share, corresponding to 9,750,001 Addiko shares, and the acceptance period will be extended to Wednesday, 29 July 2026. Shareholders who already accepted the competing offer may revoke their acceptance declarations until Thursday, 23 July 2026 and tender their shares into NLB's Offer. NLB's Offer represents more than EUR 100 million in additional compensation for the 51% of shareholders that have tendered into the competing RBI offer (approximately EUR 365 million NLB vs. approximately EUR 262 million RBI). The share offer price is EUR 37.00 per Addiko share on a cum dividend basis, representing a 39.6% premium to the competing offer. NLB's Offer has already received merger control clearance in Serbia, Austria and North Macedonia. The amended offer memorandum will be published on Friday, 17 July 2026.

Improvement of the VTO for Addiko Bank AG

(LSE: NLB) Nova Ljubljanska banka d.d., Ljubljana has published an amendment to the offering memorandum in connection with the improvement of the Offer Price under the voluntary public takeover offer aimed at acquiring control of Addiko Bank AG. The improvement of the Offer consists of an increase of the Offer Price to EUR 33.50 per Addiko Share (cum dividend), payable in cash. The subject of the Offer is 19,500,000 no-par value ordinary bearer shares, representing 100% of issued share capital. The minimum acceptance threshold is 75% of total voting rights, equivalent to 14,465,357 Addiko Shares. The acceptance period runs from 13 May 2026 to 22 July 2026, 17:00 CET, with an additional acceptance period from 27 July 2026 to 27 October 2026, 17:00 CET if conditions precedent are fulfilled. The long stop date is 31 May 2027. The amendment to the offering memorandum has been approved by the Austrian Takeover Commission.

Press Release / Announcement pursuant to Sec 5 ATA

(LSE: NLB) Nova Ljubljanska banka d.d., Ljubljana announced its intention to increase the price per share to EUR 33.50 in its voluntary public takeover offer aimed to acquire control over Addiko Bank AG. The increased Share Offer Price represents a premium of 30.0% compared to the six-month volume-weighted average share price of EUR 25.78 as at the close of business on 29 May 2026, and a premium of 26.4% compared to both the stock market closing price as of 29 May 2026 and the price offered in Raiffeisen Bank International AG's voluntary public takeover offer published on 14 May 2026. As at the end of 2025, Addiko had risk weighted assets of EUR 3.9 billion, within NLB's indicated capacity of c. EUR 4 billion for acquisitions. As at the close of business on 29 May 2026, NLB had an equity market capitalisation of EUR 4.38 billion. As at 31 December 2025, the NLB Group had 381 branches, c. 3.0 million active customers, total assets of EUR 31,475 million, net customer loans of EUR 18,706 million, customer deposits of EUR 24,510 million and shareholders' equity of EUR 3,782 million. The company projects that following the increase in Share Offer Price, the transaction would still be expected to be materially earnings accretive from the second full year of acquisition, with a broadly neutral impact in the first year.