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APS Bank Plc

Share Issue/Capital Change Nov 25, 2025

2061_rns_2025-11-25_9da99f5f-b04e-4756-9158-84671f5c48f1.pdf

Share Issue/Capital Change

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Company Announcement

Rights Issue: Allocation Policy and Timeline

Date of announcement: 25 November 2025 Reference number: APSB100

The following is a Company Announcement by APS Bank plc (or the "Bank") pursuant to the Capital Markets Rules issued by the Malta Financial Services Authority.

Quote

Further to APSB99 informing of the successful closure of the Rights Issue, APS Bank plc is pleased to announce the Allocation Policy referred to in section 11.3.6 of the Prospectus dated 22 October 2025. Any capitalised word in this announcement has the same meaning assigned to it in the Prospectus, unless defined otherwise herein.

As already announced and disclosed in the Prospectus, 67,648,793 Rights for New Shares (or "Shares") were initially placed pursuant to Pre-Placement Agreements entered into for the lapsed rights of the Bank's Qualifying Shareholders, for a total value of €29,765,469. The balance of 36,417,388 Shares (€16,023,651) was made available via a Rights Issue which attracted applications for 37,727,320 Shares (€16,600,021), resulting in an over-subscription of 1,309,932 Shares (€576,370).

In determining the Allocation Policy, the Board of Directors notes that a) the Proportionate Entitlement subscribed to by Eligible Shareholders, and b) Shares transferred to Transferees by completing PAL B or PAL C, are being satisfied in full. The scaling down is applicable to the over-subscription by Eligible Shareholders, i.e. the above-mentioned number of 1,309,932 Shares (€576,370), as follows:

  • 1) all applications for up to 30,000 Excess Shares will be satisfied in full, while
  • 2) those for a higher amount will have the balance over 30,000 Excess Shares scaled down by 16.53%.

The final results and allocations are summarised below:

Applied Allocated
Shares Shares
Pre-placement 67,648,793 €29,765,469 67,648,793 €29,765,469
Proportionate Entitlement
pertaining to Eligible
Shareholders 20,175,340 €8,877,150 20,175,340 €8,877,150
Transferees allocated in
terms of PAL B and PAL C
3,133,503 €1,378,741 3,133,503 €1,378,741
Excess Shares subscribed
for by Eligible Shareholders
14,418,477 €6,344,130 13,108,545 €5,767,760
Total 105,376,113 €46,365,490 104,066,181 45,789,120

This allocation policy is applicable to Eligible Shareholders appearing on the Register of Members on 6 October 2025. Where investors hold their shares under a nominee arrangement it rests with the respective Authorised Financial Intermediary to inform its client of the relevant allocation.

Timeline

Section 11.3.7 of the Prospectus provided an indicative timeline of events relating to the Rights Issue. Given the oversubscription and that the Intermediaries' Offer has not opened, the timeline is being amended as follows:

Allotment of the New Shares and admission to listing on the Official List 28 November 2025
Expected commencement of trading of the New Shares 1 December 2025

The Board of Directors thanks investors for expressing yet another strong vote of confidence in the Bank, paving the way for the next phase of the Bank'sstrategic growth. Special thanks also go to all those who worked hard to ensure the success of the Rights Issue: the staff, Sponsor and Manager - Rizzo, Farrugia & Co., Legal Counsel - Ganado Advocates, the Registrar - Malta Stock Exchange plc, the Authorised Financial Intermediaries, PR and media partners and the Malta Financial Services Authority, for their support and cooperation.

Unquote

Graziella Bray B.A., LL.D, FCG Company Secretary

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