Alisa Bank

Alisa Bank Plc's General Counsel and Member of the Management Team, Piia Vuoti, has announced that she is leaving the company to take on new challenges outside the company. Vuoti will continue working at Alisa Bank until 22 September 2024.
 
Interim CEO Juha Saari: "I warmly thank Piia for her important work at Alisa Bank. Piia's contribution as General Counsel has been very important in the various stages of Alisa Bank's development. I wish Piia the best of success in her new challenges."

The company will start recruiting a successor without delay.

Further information

Juha Saari, Interim CEO, Alisa Bank Plc, juha.saari@alisapankki.fi,tel. +358 40 672 0595.

Alisa Bank in brief

Alisa Bank (https://www.alisapankki.fi/yritysasiakas/yritysluotto) is a Finnish digital bank that helps both personal and business customers to manage their day-to-day finances in straightforward and flexible manner. We offer comprehensive banking services to ordinary Finns as well as to small and medium-sized companies. Our company's shares are listed on the main list of Nasdaq Helsinki (ALISA) and we have a authorisation granted by the Financial Supervisory Authority. www.alisapankki.com

Alisa Bank Plc ("Alisa Bank") announced on 15 May 2024 that the term of office of the members of the Board of Directors elected conditionally at the extraordinary general meeting of Alisa Bank held on 3 May 2024, with the exception of Sampsa Laine, had commenced in connection with the completion of the combination of Alisa Bank and Puro Finance Ltd. With respect to Sampsa Laine, his election was further conditional upon the Fit & Proper Assessments carried out by the authorities, which has been completed on his part on 10 June 2024. Sampsa Laine's term as member of the Board of Directors and member of the Personnel Committee has thus commenced on 10 June 2024.

The number of Alisa Bank's Board Members is six, and the composition of the Board is as follows: Markku Pohjola (Chairman), Johanna Lamminen (Vice Chairman), Sami Honkonen, Sampsa Laine, Jukka Salonen and Tero Weckroth.

Further information

Juha Saari, Interim CEO, Alisa Bank Plc, juha.saari@alisapankki.fi,tel. +358 40 672 0595.

Alisa Bank in brief

Alisa Bank (https://www.alisapankki.fi/) is a Finnish digital bank that helps both personal and business customers to manage their day-to-day finances in straightforward and flexible manner. We offer comprehensive banking services to ordinary Finns as well as to small and medium-sized companies. Our company's shares are listed on the main list of Nasdaq Helsinki (ALISA) and we have a authorisation granted by the Financial Supervisory Authority. www.alisapankki.com

Alisa Bank has started to offer deposits (https://www.alisapankki.fi/henkiloasiakas/talletuskorko) for customers through Raisin platform in France and Austria. French customers are now able to deposit in Alisa Bank an overnight and a term deposit product. In Austria, the overnight deposit is available.

"Adding France and Austria further broadens the depositor base of Alisa Bank and offers new channels to acquire deposits from Europe. For bank this enables further diversification and broadening of our depositor base. Having multiple channels across different geographies provides additional tools for bank liquidity acquisition and funding", says Antoni Airikkala, Director for Funding and Liquidity of Alisa Bank.

"Now is the right time for consumers to secure the best interest rates. Therefore, we are delighted about another addition to our platform. We are happy to welcome Alisa Bank, a modern Nordic bank, which enables us to provide consumers with an additional attractive offer in France and Austria", says Tamaz Georgadze, CEO of Raisin.

After the most recent market entries, Alisa Bank now offers deposit products in Finland, Germany, Netherlands, France, and Austria.

Further information

Juha Saari, Interim CEO, Alisa Bank Plc, juha.saari@alisapankki.fi,tel. +358 40 672 0595.

Alisa Bank in brief

Alisa Bank is a Finnish digital bank that helps both personal and business customers to manage their day-to-day finances in straightforward and flexible manner. We offer comprehensive banking services to ordinary Finns as well as to small and medium-sized companies. Our company's shares are listed on the main list of Nasdaq Helsinki (ALISA) and we have a authorisation granted by the Financial Supervisory Authority. www.alisapankki.com

THIS STOCK EXCHANGE RELEASE MAY NOT BE PUBLISHED OR DISTRIBUTED, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, HONG KONG, JAPAN, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE SUCH PUBLICATION OR DISTRIBUTION WOULD VIOLATE APPLICABLE LAWS OR RULES OR WOULD REQUIRE ADDITIONAL DOCUMENTS TO BE COMPLETED OR REGISTERED OR REQUIRE ANY MEASURE TO BE UNDERTAKEN IN ADDITION TO THE REQUIREMENTS UNDER FINNISH LAW. FOR FURTHER INFORMATION, SEE "IMPORTANT NOTICE" BELOW.

The Finnish Financial Supervisory Authority has approved Alisa Bank's prospectus prepared for the purpose of listing 58,878,721 new shares in Alisa Bank

Alisa Bank Plc ("Alisa Bank") announced on 10 April 2024 that it had signed an agreement on the combination with PURO Finance Ltd ("PURO Finance") by acquiring all the shares in PURO Finance through a share exchange (the "Combination"). The Combination was completed on 15 May 2024, when Alisa Bank paid the purchase price for PURO Finance, consisting of 58,878,721 new issued shares in Alisa Bank (the "New Shares"). The New Shares were issued in a directed share issue to the shareholders of PURO Finance in relation to the respective number of shares in PURO Finance Ltd sold in the Combination (the "Directed Share Issue").

The Finnish Financial Supervisory Authority has today, 16 May 2024, approved the Finnish language listing prospectus, which has been prepared for the purpose of admitting the New Shares to trading on the official list of Nasdaq Helsinki Ltd (the "Prospectus"). The Prospectus is available as of 16 May 2024 on the webpages of Alisa Bank at https://www.alisabank.com/reports-and-presentations and at the registered office of Alisa Bank at Pursimiehenkatu 4 A, 00150 Helsinki.

ALISA BANK PLC

Board of Directors

Further information:

Juha Saari, Interim CEO, Alisa Bank Plc

juha.saari@alisapankki.fi          

tel. +358 40 6720 595

Distribution:

Nasdaq Helsinki Ltd

major media

www.alisabank.com

Alisa Bank in brief

Alisa Bank Plc is a Finnish digital bank that helps both personal and business customers to manage their day-to-day finances in a flexible and straightforward manner. For savers, we offer an attractive interest rate on deposits. Alisa Bank Plc is regulated by the Financial Supervisory Authority of Finland and listed on Nasdaq Helsinki's main list (ALISA). www.alisabank.com

IMPORTANT NOTICE

This release is not an offer for sale of securities in the United States. Securities may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended. Alisa Bank does not intend to register any securities in the United States or to conduct an offering of securities in the United States.

The distribution of this release may be restricted by law and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restrictions. The information contained herein is not for publication or distribution, directly or indirectly, in or into Australia, Canada, Hong Kong, Japan, South Africa or the United States. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. This release is not directed to, and is not intended for distribution to or use by, any person or entity that is a citizen or resident or located in any locality, state, country or other jurisdiction where such distribution, publication, availability or use would be contrary to law or regulation or which would require any registration or licensing within such jurisdiction.

This release does not constitute a prospectus as defined in the Prospectus Regulation ((EU) 2017/1129) and as such, does not constitute or form part of and should not be construed as, an offer to sell, or the solicitation or invitation of any offer to buy, acquire or subscribe for, any securities or an inducement to enter into investment activity.

No part of this release, nor the fact of its distribution, should form the basis of, or be relied on in connection with, any contract or commitment or investment decision whatsoever. The information contained in this release has not been independently verified. No representation, warranty or undertaking, expressed or implied, is made as to, and no reliance should be placed on, the fairness, accuracy, completeness or correctness of the information or the opinions contained herein. Alisa Bank or any of its respective affiliates, advisors or representatives or any other person, shall have no liability whatsoever (in negligence or otherwise) for any loss however arising from any use of this presentation or its contents or otherwise arising in connection with this presentation. Each person must rely on their own examination and analysis of Alisa Bank, its respective subsidiaries, its respective securities and the transaction, including the merits and risks involved.

Alisa Bank Plc ("Alisa Bank") has today received a notification pursuant to Chapter 9, Section 5 of the Finnish Securities Markets Act (''SMA''), according to which the share of Alisa Bank's shares and voting rights of TN Ventures Oy, an entity controlled by Teemu Nyholm, has on 16 May 2024 fallen below the notification threshold of five (5) per cent, related to the completion of the combination of Alisa Bank and PURO Finance Ltd ("PURO Finance"), which was announced on 15 May 2024.

In accordance with the terms of the combination, Alisa Bank paid a purchase price for PURO Finance, which consisted of 58,878,721 new issued shares in Alisa Bank.

According to the notification, Teemu Nyholm's holding in Alisa Bank is 5,497,354 shares, i.e. less than 5 per cent of all shares of Alisa Bank. The reason for the notification is an event changing the breakdown of shares or voting rights.

Teemu Nyholm's total holding of shares and votes in Alisa Bank according to the notification:

% of % of shares Total of Total number of shares
shares and voting both in % and voting rights of
and rights issuer
voting through
rights financial
instruments
Resulting Less Less than 147,210,903
situation on the than 5 5 %
date on %
which threshold
was crossed or
reached
Share reported in 6.31 6.31
previous flagging
notification (if
flagged)

Details of the resulting situation on the date on which the threshold was crossed or reached:

A: Shares and votes

Number of % of
shares and shares and
voting voting
rights rights
Class/type Direct(SMA Indirect (SMA Direct(SMA Indirect (SMA
of shares 9:5) 9:6 and 9:7) 9:5) 9:6 and 9:7)
FI4000170915 5,497,354 3.73
TOTAL A 5,497,354 3.73

Information in relation to the person subject to the notification obligation:

Full chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held starting with the ultimate controlling natural person or legal entity:

Name % of shares % of shares and voting rights Total shares of both
and voting through financial instruments
rights
Teemu - - -
Nyholm
TN 6.31 % - 6.31 %
Ventures
Oy

For more information, contact:

Juha Saari, interim CEO, Alisa Bank Plc

juha.saari@alisapankki.fi

tel. +358 40 672 0595

Alisa Bank in brief

Alisa Bank is a Finnish digital bank that helps both personal and business customers to manage their day-to-day finances in straightforward and flexible manner. We offer comprehensive banking services to ordinary Finns as well as to small and medium-sized companies. Our company's shares are listed on the main list of Nasdaq Helsinki (ALISA) and we have a authorisation granted by the Financial Supervisory Authority. www.alisapankki.com

Alisa Bank Plc ("Alisa Bank") has today received a notification pursuant to Chapter 9, Section 5 of the Finnish Securities Markets Act (''SMA''), according to which Oy Prandium Ab's share of Alisa Bank's shares and voting rights has on 16 May 2024 fallen below the notification threshold of five (5) per cent, related to the completion of the combination of Alisa Bank and PURO Finance Ltd ("PURO Finance"), which was announced on 15 May 2024.

In accordance with the terms of the combination, Alisa Bank paid a purchase price for PURO Finance, which consisted of 58,878,721 new issued shares in Alisa Bank.

According to the notification, Oy Prandium Ab's holding in Alisa Bank is 4 754 100 shares, i.e. less than 5 per cent of all shares of Alisa Bank. The reason for the notification is an event changing the breakdown of shares or voting rights.

Oy Prandium Ab's total holding of shares and votes in Alisa Bank according to the notification:

% of % of shares Total of Total number of shares
shares and voting both in % and voting rights of
and rights issuer
voting through
rights financial
instruments
Resulting Less Less than 147,210,903
situation on the than 5 5 %
date on %
which threshold
was crossed or
reached
Share reported in 5.46 5.46
previous flagging
notification (if
flagged)

Details of the resulting situation on the date on which the threshold was crossed or reached:

A: Shares and votes

Number of % of
shares and shares and
voting voting
rights rights
Class/type Direct(SMA Indirect (SMA Direct(SMA Indirect (SMA
of shares 9:5) 9:6 and 9:7) 9:5) 9:6 and 9:7)
FI4000170915 4,754,100 3.23
TOTAL A 4,754,100 3.23

Information in relation to the person subject to the notification obligation:

Oy Prandium Ab is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in Alisa Bank.

For more information, contact:

Juha Saari, interim CEO, Alisa Bank Plc

juha.saari@alisapankki.fi

tel. +358 40 672 0595

Alisa Bank in brief

Alisa Bank is a Finnish digital bank that helps both personal and business customers to manage their day-to-day finances in straightforward and flexible manner. We offer comprehensive banking services to ordinary Finns as well as to small and medium-sized companies. Our company's shares are listed on the main list of Nasdaq Helsinki (ALISA) and we have a authorisation granted by the Financial Supervisory Authority. www.alisapankki.com

Alisa Bank Plc ("Alisa Bank") has today received a notification pursuant to Chapter 9, Section 5 of the Finnish Securities Markets Act (''SMA''), according to which the share of Alisa Bank's shares and voting rights of Oy Scripo Ab, an entity controlled by Henrik Andersin, has on 16 May 2024 fallen below the notification threshold of five (5) per cent, related to the completion of the combination of Alisa Bank and PURO Finance Ltd ("PURO Finance"), which was announced on 15 May 2024.

In accordance with the terms of the combination, Alisa Bank paid a purchase price for PURO Finance, which consisted of 58,878,721 new issued shares in Alisa Bank.

According to the notification, Henrik Andersin's holding in Alisa Bank is 5,500,000 shares, i.e. less than 5 per cent of all shares of Alisa Bank. The reason for the notification is an event changing the breakdown of shares or voting rights.

Henrik Andersin's total holding of shares and votes in Alisa Bank according to the notification:

% of % of shares Total of Total number of shares
shares and voting both in % and voting rights of
and rights issuer
voting through
rights financial
instruments
Resulting Less - Less than 147,210,903
situation on the than 5 5 %
date on %
which threshold
was crossed or
reached
Share reported in 5.46 - 5.46
previous flagging
notification (if
flagged)

Details of the resulting situation on the date on which the threshold was crossed or reached:

A: Shares and votes

Number of % of
shares and shares and
voting voting
rights rights
Class/type Direct(SMA Indirect (SMA Direct(SMA Indirect (SMA
of shares 9:5) 9:6 and 9:7) 9:5) 9:6 and 9:7)
FI4000170915 5,500,000 3.74
TOTAL A 5,500,000 3.74

Information in relation to the person subject to the notification obligation:

Full chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held starting with the ultimate controlling natural person or legal entity:

Name % of shares % of shares and voting rights Total shares of both
and voting through financial instruments
rights
Henrik - - -
Andersin
Oy 3.74 - 3.74
Scripo
Ab

For more information, contact:

Juha Saari, interim CEO, Alisa Bank Plc

juha.saari@alisapankki.fi

tel. +358 40 672 0595

Alisa Bank in brief

Alisa Bank is a Finnish digital bank that helps both personal and business customers to manage their day-to-day finances in straightforward and flexible manner. We offer comprehensive banking services to ordinary Finns as well as to small and medium-sized companies. Our company's shares are listed on the main list of Nasdaq Helsinki (ALISA) and we have a authorisation granted by the Financial Supervisory Authority. www.alisapankki.com

Alisa Bank Plc ("Alisa Bank") has today received a notification pursuant to Chapter 9, Section 5 of the Finnish Securities Markets Act (''SMA''), according to which the share of Alisa Bank's shares and voting rights of Mika Laine and entities controlled by him have on 16 May 2024 exceeded the notification threshold of five (5) per cent, related to the completion of the combination of Alisa Bank and PURO Finance Ltd ("PURO Finance"), which was announced on 15 May 2024.

In accordance with the terms of the combination, Alisa Bank paid a purchase price for PURO Finance, which consisted of 58,878,721 new issued shares in Alisa Bank.

According to the notification, Mika Laine's holding in Alisa Bank is 9,661,499 shares, i.e. 6.56 per cent of all shares of Alisa Bank. The reason for the notification is an acquisition of shares or voting rights.

Mika Laine's total holding of shares and votes in Alisa Bank according to the notification:

% of % of shares Total of Total number of shares
shares and voting both in % and voting rights of
and rights issuer
voting through
rights financial
instruments
Resulting 6.56 - 6.56 147,210,903
situation on the
date on
which threshold
was crossed or
reached
Share reported in - - -
previous flagging
notification (if
flagged)

Details of the resulting situation on the date on which the threshold was crossed or reached:

A: Shares and votes

Number of % of
shares and shares and
voting voting
rights rights
Class/type Direct(SMA Indirect (SMA Direct(SMA Indirect (SMA
of shares 9:5) 9:6 and 9:7) 9:5) 9:6 and 9:7)
FI4000170915 3,963,300 5,698,199 2.69 3.87
TOTAL A 9,661,499 6.56

Information in relation to the person subject to the notification obligation:

Full chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held starting with the ultimate controlling natural person or legal entity:

Name % of shares % of shares and voting rights Total shares of both
and voting through financial instruments
rights
Mika 2.69 - 3,963,300
Laine
JO 3.64 - 5,364,470
Group
Oü
MIL 0.23 - 333,729
Holding
Oy

For more information, contact:

Juha Saari, interim CEO, Alisa Bank Plc

juha.saari@alisapankki.fi

tel. +358 40 672 0595

Alisa Bank in brief

Alisa Bank is a Finnish digital bank that helps both personal and business customers to manage their day-to-day finances in straightforward and flexible manner. We offer comprehensive banking services to ordinary Finns as well as to small and medium-sized companies. Our company's shares are listed on the main list of Nasdaq Helsinki (ALISA) and we have a authorisation granted by the Financial Supervisory Authority. www.alisapankki.com

Alisa Bank Plc ("Alisa Bank") has today received a notification pursuant to Chapter 9, Section 5 of the Finnish Securities Markets Act (''SMA''), according to which Kempinvest Oy has on 16 May 2024 exceeded the notification threshold of five (5) per cent, related to the completion of the combination of Alisa Bank and PURO Finance Ltd ("PURO Finance"), which was announced on 15 May 2024.

In accordance with the terms of the combination, Alisa Bank paid a purchase price for PURO Finance, which consisted of 58,878,721 new issued shares in Alisa Bank.

According to the notification, Kempinvest Oy's holding in Alisa Bank is 13,392,003 shares, i.e. 9.10 per cent of all shares of Alisa Bank. The reason for the notification is an acquisition of shares or voting rights.

Kempinvest Oy's total holding of shares and votes in Alisa Bank according to the notification:

% of % of shares Total of Total number of shares
shares and voting both in % and voting rights of
and rights issuer
voting through
rights financial
instruments
Resulting 9.10 9.10 147,210,903
situation on the
date on
which threshold
was crossed or
reached
Share reported in
previous flagging
notification (if
flagged)

Details of the resulting situation on the date on which the threshold was crossed or reached:

A: Shares and votes

Number of % of
shares and shares and
voting voting
rights rights
Class/type Direct(SMA Indirect (SMA Direct(SMA Indirect (SMA
of shares 9:5) 9:6 and 9:7) 9:5) 9:6 and 9:7)
FI4000170915 13,392,003 9.10
TOTAL A 13,392,003 9.10

Information in relation to the person subject to the notification obligation:

Kempinvest Oy is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in Alisa Bank.

For more information, contact:

Juha Saari, interim CEO, Alisa Bank Plc

juha.saari@alisapankki.fi

tel. +358 40 672 0595

Alisa Bank in brief

Alisa Bank is a Finnish digital bank that helps both personal and business customers to manage their day-to-day finances in straightforward and flexible manner. We offer comprehensive banking services to ordinary Finns as well as to small and medium-sized companies. Our company's shares are listed on the main list of Nasdaq Helsinki (ALISA) and we have a authorisation granted by the Financial Supervisory Authority. www.alisapankki.com

Alisa Bank Plc ("Alisa Bank") has today received a notification pursuant to Chapter 9, Section 5 of the Finnish Securities Markets Act (''SMA''), according to which Heikki Vaiste's share of Alisa Bank's shares and voting rights has on 16 May 2024 exceeded the notification threshold of five (5) per cent, related to the completion of the combination of Alisa Bank and PURO Finance Ltd ("PURO Finance"), which was announced on 15 May 2024.

In accordance with the terms of the combination, Alisa Bank paid a purchase price for PURO Finance, which consisted of 58,878,721 new issued shares in Alisa Bank.

According to the notification, Heikki Vaiste's holding in Alisa Bank is 8,247,384 shares, i.e. 5.60 per cent of all shares of Alisa Bank. The reason for the notification is an acquisition of shares or voting rights.

Heikki Vaiste's total holding of shares and votes in Alisa Bank according to the notification:

% of % of shares Total of Total number of shares
shares and voting both in % and voting rights of
and rights issuer
voting through
rights financial
instruments
Resulting 5.60 5.60 147,210,903
situation on the
date on
which threshold
was crossed or
reached
Share reported in
previous flagging
notification (if
flagged)

Details of the resulting situation on the date on which the threshold was crossed or reached:

A: Shares and votes

Number of % of
shares and shares and
voting voting
rights rights
Class/type Direct(SMA Indirect (SMA Direct(SMA Indirect (SMA
of shares 9:5) 9:6 and 9:7) 9:5) 9:6 and 9:7)
FI4000170915 8,247,384 5.60
TOTAL A 8,247,384 5.60

Information in relation to the person subject to the notification obligation:

Heikki Vaiste does not control any other undertaking(s) holding directly or indirectly an interest in Alisa Bank.

For more information, contact:

Juha Saari, interim CEO, Alisa Bank Plc

juha.saari@alisapankki.fi

tel. +358 40 672 0595

Alisa Bank in brief

Alisa Bank is a Finnish digital bank that helps both personal and business customers to manage their day-to-day finances in straightforward and flexible manner. We offer comprehensive banking services to ordinary Finns as well as to small and medium-sized companies. Our company's shares are listed on the main list of Nasdaq Helsinki (ALISA) and we have a authorisation granted by the Financial Supervisory Authority. www.alisapankki.com

Alisa Bank Plc ("Alisa Bank") has today received a notification pursuant to Chapter 9, Section 5 of the Finnish Securities Markets Act (''SMA''), according to which Evli Plc's share of Alisa Bank's shares and voting rights has on 16 May 2024 fallen below the notification threshold of fifteen (15) per cent, related to the completion of the combination of Alisa Bank and PURO Finance Ltd ("PURO Finance"), which was announced on 15 May 2024.

In accordance with the terms of the combination, Alisa Bank paid a purchase price for PURO Finance, which consisted of 58,878,721 new issued shares in Alisa Bank.

According to the notification, Evli Plc's holding in Alisa Bank is 15,288,303 shares, i.e.10.39 per cent of all shares of Alisa Bank. The reason for the notification is an event changing the breakdown of shares or voting rights.

Evli Plc's total holding of shares and votes in Alisa Bank according to the notification:

% of % of shares Total of Total number of shares
shares and voting both in % and voting rights of
and rights issuer
voting through
rights financial
instruments
Resulting 10.39 - 10.39 147,210,903
situation on the
date on
which threshold
was crossed or
reached
Share reported in 17.54 - 17.54
previous flagging
notification (if
flagged)

Details of the resulting situation on the date on which the threshold was crossed or reached:

A: Shares and votes

Number of % of
shares and shares and
voting voting
rights rights
Class/type Direct(SMA Indirect (SMA Direct(SMA Indirect (SMA
of shares 9:5) 9:6 and 9:7) 9:5) 9:6 and 9:7)
FI4000170915 15,288,303 10.39
TOTAL A 15,288,303 10.39

Information in relation to the person subject to the notification obligation:

Evli Plc is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in Alisa Bank.

For more information, contact:

Juha Saari, interim CEO, Alisa Bank Plc

juha.saari@alisapankki.fi

tel. +358 40 672 0595

Alisa Bank in brief

Alisa Bank is a Finnish digital bank that helps both personal and business customers to manage their day-to-day finances in straightforward and flexible manner. We offer comprehensive banking services to ordinary Finns as well as to small and medium-sized companies. Our company's shares are listed on the main list of Nasdaq Helsinki (ALISA) and we have a authorisation granted by the Financial Supervisory Authority. www.alisapankki.com

Alisa Bank Plc ("Alisa Bank") has today received a notification pursuant to Chapter 9, Section 5 of the Finnish Securities Markets Act (''SMA''), according to which Taaleri Plc's share of Alisa Bank's shares and voting rights has on 16 May 2024 fallen below the notification threshold of fifteen (15) per cent, related to the completion of the combination of Alisa Bank and PURO Finance Ltd ("PURO Finance"), which was announced 15 May 2024.

In accordance with the terms of the combination, Alisa Bank paid a purchase price for PURO Finance, which consisted of 58,878,721 new issued shares in Alisa Bank.

According to the notification, Taaleri Plc's holding in Alisa Bank is 15,288,303 shares, i.e. 10.39 per cent of all shares of Alisa Bank. The reason for the notification is an event changing the breakdown of shares or voting rights.

Taaleri Plc's total holding of shares and votes in Alisa Bank according to the notification:

% of % of shares Total of Total number of shares
shares and voting both in % and voting rights of
and rights issuer
voting through
rights financial
instruments
Resulting 10.39 10.39 147,210,903
situation on the
date on
which threshold
was crossed or
reached
Share reported in 17.54 17.54
previous flagging
notification (if
flagged)

Details of the resulting situation on the date on which the threshold was crossed or reached:

A: Shares and votes

Number of % of
shares and shares and
voting voting
rights rights
Class/type Direct(SMA Indirect (SMA Direct(SMA Indirect (SMA
of shares 9:5) 9:6 and 9:7) 9:5) 9:6 and 9:7)
FI4000170915 15,288,303 10.39
TOTAL A 15,288,303 10.39

Information in relation to the person subject to the notification obligation:

Taaleri Plc is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in Alisa Bank.

For more information, contact:

Juha Saari, interim CEO, juha.saari@alisapankki.fi

juha.saari@alisapankki.fi

tel. +358 40 672 0595

Alisa Bank in brief

Alisa Bank is a Finnish digital bank that helps both personal and business customers to manage their day-to-day finances in straightforward and flexible manner. We offer comprehensive banking services to ordinary Finns as well as to small and medium-sized companies. Our company's shares are listed on the main list of Nasdaq Helsinki (ALISA) and we have a authorisation granted by the Financial Supervisory Authority. www.alisapankki.com

THIS STOCK EXCHANGE RELEASE MAY NOT BE PUBLISHED OR DISTRIBUTED, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, HONG KONG, JAPAN, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE SUCH PUBLICATION OR DISTRIBUTION WOULD VIOLATE APPLICABLE LAWS OR RULES OR WOULD REQUIRE ADDITIONAL DOCUMENTS TO BE COMPLETED OR REGISTERED OR REQUIRE ANY MEASURE TO BE UNDERTAKEN IN ADDITION TO THE REQUIREMENTS UNDER FINNISH LAW. FOR FURTHER INFORMATION, SEE "IMPORTANT NOTICE" BELOW.

Alisa Bank publishes previously unpublished financial information and specifies its outlook for 2024

Alisa Bank Plc ("Alisa Bank" or the "Company") announced on 15 May 2024 that it has completed its combination with PURO Finance Ltd ("PURO Finance") (the "Combination"). In connection with the completion of the Combination, 58,878,721 new shares in Alisa Bank (the "New Shares") were issued to the shareholders of PURO Finance in relation to the respective number of shares in PURO Finance Ltd sold in the Combination (the "Directed Share Issue").

Alisa Bank publishes previously unpublished financial information and specifies its outlook for 2024. The aforementioned information is included in the listing prospectus (the "Prospectus") prepared for the purpose of listing the New Shares, which is expected to be published on or about 16 May 2024.

Specified outlook for the year 2024

Alisa Bank has on 16 May 2024 specified its financial targets and outlook for 2024 as follows:

"The uncertainty of the operating environment and delays in measures aimed at strengthening the company's capital structure continues to challenge the financial performance in 2024. Similarly, the expected decline in interest rates will have a slightly weakening impact on Alisa Bank's result.

Alisa Bank announced on 10 April 2024 the combination with PURO Finance Ltd. The key drivers of the combination are the estimated strong synergies on both revenue and cost side. If synergies are realised, total income will increase in 2024 compared to 2023 and profit before one-off items and taxes for the financial year 2024 is estimated to be slightly profitable (EUR 0.5-1.5 million). Profit before one-off items and taxes for the first half of 2024 is estimated to be slightly negative (EUR 0.5-1.5 million).

The target for the group's total capital ratio is 16 percent."

Alisa Bank previously presented the following financial targets and outlook for 2024 in its Financial Statements Bulletin published earlier on 15 February 2024 and in the Annual Report for the financial year 2023:

"In 2023, we achieved a positive result, but due to the unfavorable market situation, the measures aimed at strengthening the capital structure did not proceed according to the targeted schedule during 2023.

The uncertainty of the operating environment and the company's capital structure continue to challenge the earnings development in 2024. Likewise, the expected decrease in interest rates will have a slightly weakening effect on the bank's result. In preparation for these, we have adjusted the company's cost structure during the second half of 2023.

We believe that we will be able to implement the actions to strengthen equity during the first half of 2024. If this happens, the total income will increase in 2024 compared to 2023, and the result before non-recurring items and taxes for the financial year 2024 is estimated to be profitable. However, the result for the first half of 2024 before one-off items and taxes is estimated to be slightly loss-making.

The target for the group's total capital ratio is 16 percent."

Changes in the financial position, result and capital adequacy after the financial statements 2023

There have been significant changes in Alisa Bank's financial position and result between 31 December 2023 and the date of the Prospectus. Alisa Bank's financial performance has been unprofitable during the first half of 2024. The weakening of the profit development in early 2024 is a continuation of the actual development in the second half of the financial year 2023. Due to the unfavourable market situation, the measures aimed at strengthening the capital structure did not proceed according to the targeted schedule. In its profit warning issued on 24 October 2023, the Company announced that lending has been limited taking into account Alisa Bank's capital adequacy target. In addition, the growth of the loan portfolio has been limited by prudence in lending related to the weakened economic situation, especially for business customers. For the above reasons, Alisa Bank's income development weakened, and the Company gave a financial outlook on 15 February 2024 in connection with the Financial Statements Bulletin 2023, according to which the result before one-off items and taxes for the first half of the financial year 2024 will be slightly negative. Alisa Bank's result for the first half of 2024 includes changes to the ECL model and parameters of the credit portfolio of private customers, which will materialise the negative impact of expected credit losses at an earlier stage. The Company estimates that there will be no such significant further changes weakening the result during the first half of the year, and the overall development of the business will be more favourable towards the end of the current half of the year than in the first half of the year. In addition, the Combination is estimated to have a positive impact on the results, but the estimates are subject to uncertainty.

There have been no significant changes in Alisa Bank's capital adequacy between 31 December 2023 and the date of the Prospectus, except for a decrease in Alisa Bank's leverage ratio from 5.8 percent to 3.4 percent due to the increase in the deposit portfolio.

Pro forma financial information

The Prospectus contains unaudited combined pro forma financial information (the "Pro Forma Information") presented for illustrative purposes to describe the financial information of the entity formed in the Combination as if the Combination and the Directed Share Issue had taken place at an earlier date. The pro forma income statement for the financial year ended 31 December 2023 presents the effects of the Combination and the Directed Share Issue as if they had taken place on 1 January 2023. In the pro forma balance sheet as at 31 December 2023, the effects of the Combination and the Directed Share Issue are presented as if they had occurred on that date. The Pro forma Information is unaudited.

The Pro Forma Information included in the Prospectus is attached to this release in its entirety.

In preparing the Pro Forma Information, adjustments have been made to the historical financial information of Alisa Bank and PURO Finance, which directly concern the impact of events arising from the Combination and the Directed Share Issue. The Pro Forma Information is presented for illustrative purposes only. The hypothetical financial position and results included in the Pro Forma Information may differ from Alisa Bank's actual financial position and results. In addition, the Pro Forma Information is not intended to give an indication of Alisa Bank's future financial position or results. Furthermore, the Pro Forma Information does not describe cost savings, expected benefits of the Combination, the impact of Alisa Bank's strategy on the financial position or results, or future integration costs that may arise after the Combination.

In the Pro Forma Information, Alisa Bank and PURO Finance have made a preliminary allocation of the acquisition consideration based on estimates that are believed to be reasonable based on PURO Finance's balance sheet as at 31 December 2023. Alisa Bank has not had access to PURO Finance's detailed information, so the pro forma adjustments presented are preliminary and based on currently available information. In the pro forma calculations, the acquisition consideration is allocated entirely to goodwill. The final allocation of the acquisition consideration will be based on the fair values of PURO Finance's acquired assets and liabilities assumed on the completion date of the Combination and the final values will change from the acquisition calculation presented in the Pro Forma Information.

The following table presents a summary of Alisa Bank's unaudited Pro Forma Information at the times and periods indicated:

Alisa PURO IFRS Pro forma Pro forma 1
Bank Finance adjustments adjustments -12/2023
Group Group to
and 31 Dec
IFRS 1 FAS1 PURO Group 2023
-12/2023 -12/2023

and 31 and 31 Dec
Dec 2023 2023
(EUR (audited) (unaudited) (unaudited) (unaudited) (unaudited)
thousand)

 Income
statement
information
Net interest 14,757 3,132 -4 1,312 19,198
income
Net fee and 1,785 0 0 0 1,785
commission
income
Net income 158 0 0 0 158
from
investing
activities

and other
operating
income
Total income 16,701 3,132 -4 1,312 21,141
Total -11,398 -2,164 1 -1,259  -14,820
operating
expenses
Realized and -4,999 -413 -180 - -5,592
expected
credit
losses
Profit 303 556 -182 53 730
before
taxes
Income taxes 3 -167 0 0 -164
Profit 306 389 -182 53 566
(loss) for
the period
Balance
sheet
information
Assets total 312,841 27,033 -748  -9,272 329,854
Liabilities 0 10,657 0 -10,657 0
to
credit
institutions
Liabilities 268,864 268,864
to the
public

and public
sector
entities
Debt 0 4,355 0 -4,355 0
securities
issued to

the general
public
Subordinated 6,210 190 -190 6,210
liabilities
Other 5,551 6,245 166 0 11,963
liabilities
Accrued 6,054 170 0 0 6,225
expenses
and deferred
income
Income tax 0 145 0 0 145
liabilities
Liabilities 286,679 21,762 166 -15,202 293,406
total
Equity total 26,162 5,271 -914 5,930 36,448
Capital (unaudited)
adequacy
key figures
Common 11.9
Equity Tier
1 ratio (CET
1), %
Total 14.6
Capital
Ratio (TC),
%
Leverage 6.5
Ratio
(LR), %

Capitalisation and indebtedness

The Prospectus contains information on the capitalisation and indebtedness of Alisa Bank and PURO Finance Group as at 29 February 2024 based on the unaudited financial information of Alisa Bank and PURO Finance Group as at 29 February 2024.

[][][][][]
29 February 2024 29 February 2024
(EUR thousands) Alisa Bank Group (IFRS) PURO Finance Group (FAS)
(unaudited)

Capitalisation
Current interest-bearing
liabilities
Secured - 9,012
Unsecured 440,219[1)]  -
Total current interest 440,219[1)] 9,012
-bearing liabilities

Non-current interest
-bearing liabilities
Secured - 2,157
Unsecured 26,878[1)] 5,495
Total non-current interest 26,878[1)] 7,652
-bearing liabilities

Equity
Share capital 18,289 3
Fund for invested non 19,917 4,707
-restricted equity
Conversion difference 4 -
Retained earnings -12,046 172
Result for the financial -663 498
period
Total equity 25,501 5,379
Total equity and interest 492,598 22,043
-bearing liabilities

Net indebtedness
Cash and cash 331,194 4,833
equivalents[2)]
Liquidity (A) 331,194 4,833
Liabilities to credit  - 9,012
institutions and the
central bank
Liabilities to the public 440,056 -
and public sector entities
Lease liabilities 163 -
Total current financial 440,219 9,012
debt (B)
Total current financial 109,025 -4,179
indebtedness (C = B-A)
Liabilities to the public 20,395 -
and public sector entities
Loans from financial - 2,157
institutions
Debt securities issued to 6,169 5,495
the general public
Lease liabilities 314 -
Total non-current financial 26,878 7,652
debt (D)
Total financial 135,904 11,831
indebtedness (C+D)

[1)] Current and non-current liabilities include lease liabilities in accordance with the Net indebtedness table.

[2)] Alisa Bank's cash and cash equivalents include the Bank of Finland's minimum reserve deposit of EUR 3.7 million, the usability of which is subject to restrictions.

Off-balance sheet commitments of Alisa Bank amounted to EUR 6,180 thousand on 29 February 2024 and were mainly overdrafts granted to customers that have not been withdrawn by the customer.

PURO Finance Group's off-balance sheet liabilities as of 29 February 2024 consist of lease liabilities and leasing contract liabilities totaling EUR 226 thousand.

ALISA BANK PLC

Board of Directors

Further information

Juha Saari, Interim CEO, Alisa Bank Plc

juha.saari@alisapankki.fi          

tel. +358 40 6720 595

Distribution

Nasdaq Helsinki Ltd

major media

www.alisabank.com

Alisa Bank in brief

Alisa Bank Plc is a Finnish digital bank that helps both personal and business customers to manage their day-to-day finances in a flexible and straightforward manner. For savers, we offer an attractive interest rate on deposits. Alisa Bank Plc is regulated by the Financial Supervisory Authority of Finland and listed on Nasdaq Helsinki's main list (ALISA). www.alisabank.com

IMPORTANT NOTICE

This release is not an offer for sale of securities in the United States. Securities may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended. Alisa Bank does not intend to register any securities in the United States or to conduct an offering of securities in the United States.

The distribution of this release may be restricted by law and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restrictions. The information contained herein is not for publication or distribution, directly or indirectly, in or into Australia, Canada, Hong Kong, Japan, South Africa or the United States. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. This release is not directed to, and is not intended for distribution to or use by, any person or entity that is a citizen or resident or located in any locality, state, country or other jurisdiction where such distribution, publication, availability or use would be contrary to law or regulation or which would require any registration or licensing within such jurisdiction.

This release does not constitute a prospectus as defined in the Prospectus Regulation ((EU) 2017/1129) and as such, does not constitute or form part of and should not be construed as, an offer to sell, or the solicitation or invitation of any offer to buy, acquire or subscribe for, any securities or an inducement to enter into investment activity.

No part of this release, nor the fact of its distribution, should form the basis of, or be relied on in connection with, any contract or commitment or investment decision whatsoever. The information contained in this release has not been independently verified. No representation, warranty or undertaking, expressed or implied, is made as to, and no reliance should be placed on, the fairness, accuracy, completeness or correctness of the information or the opinions contained herein. Alisa Bank or any of its respective affiliates, advisors or representatives or any other person, shall have no liability whatsoever (in negligence or otherwise) for any loss however arising from any use of this presentation or its contents or otherwise arising in connection with this presentation. Each person must rely on their own examination and analysis of Alisa Bank, its respective subsidiaries, its respective securities and the transaction, including the merits and risks involved.

As a result of the combination of Alisa Bank Plc ("Alisa Bank") and PURO Finance Ltd ("PURO Finance"), BBA, MBA Junno Roine has been appointed Alisa Bank's Director of Business Customers and member of the Management Team as of 16 May 2024. Junno Roine has previously served as the CEO of PURO Finance.  M.Sc. (Econ.) Juho Väinölä has been appointed Alisa Bank's Director Strategic and Analytics and a member of the Management Team as of 16 May 2024. Miikka Silvonen's Management Team membership ends.

Further information

Juha Saari, Interim CEO, Alisa Bank Plc 

juha.saari@alisapankki.fi 

tel. +358 40 672 0595

Alisa Bank in brief

Alisa Bank is a Finnish digital bank that helps both personal and business customers to manage their day-to-day finances in straightforward and flexible manner. We offer comprehensive banking services to ordinary Finns as well as to small and medium-sized companies. Our company's shares are listed on the main list of Nasdaq Helsinki (ALISA) and we have a authorisation granted by the Financial Supervisory Authority. www.alisapankki.com

Alisa Bank Plc ("Alisa Bank") announced on 10 April 2024 that Alisa Bank Plc and PURO Finance Ltd ("PURO Finance") have agreed on a combination of the companies through a share exchange, upon the completion of which Alisa Bank will acquire PURO Finance from its current owners (the "Combination"). 

The Extraordinary General Meeting of Alisa Bank (the "EGM") resolved on 3 May 2024 in accordance with the proposal of the Shareholders' Nomination Board, conditional upon the completion of the Combination, that the number of members of the Board of Directors of Alisa Bank shall be six. In addition, the EGM resolved, in accordance with the proposal of the Shareholders' Nomination Board, conditional upon the completion of the Combination, that Sampsa Laine and Jukka Salonen be elected as new members of the Board of Directors and that of the current members of the Board of Directors, Sami Honkonen, Johanna Lamminen, Markku Pohjola and Tero Weckroth would continue in their positions. The election of the new members of the Board of Directors, Sampsa Laine and Jukka Salonen, was further conditional upon the fit & proper evaluation conducted by the authorities, which has been finalized for Jukka Salonen. With respect to Sampsa Laine, this evaluation is still pending.

The EGM also resolved that the current Chairman of the Board of Directors Markku Pohjola and Vice Chairman of the Bord of Directors Johanna Lamminen will continue in their positions until the end of the next Annual General Meeting.

Alisa Bank announced on 15 May 2024 that the Combination has been completed and that with the exception of Sampsa Laine, the term of office of the members of the Board of Directors elected at the EGM has commenced. Sampsa Laine's term will commence when the aforementioned fit & proper evaluation has been finalized on his part.

The organisational meeting of Alisa Bank's Board of Directors on 16 May 2024 elected Johanna Lamminen as the Chairman of the Audit Committee and Sami Honkonen and Jukka Salonen as members of the Audit Committee.

Markku Pohjola was elected Chairman of the Personnel Committee and Tero Weckroth and Sampsa Laine as members of the Personnel Committee. Sampsa Laine's election as member of the Personnel Committee is conditional upon the commencement of the term of his membership of the Board of Directors, as described above.

At its organisational meeting, the Board of Directors assesses the members' independence from the company and its significant shareholders. All members are independent of the company and the company's significant shareholders.

Further information

Juha Saari, Interim CEO, Alisa Bank Plc 

juha.saari@alisapankki.fi 

tel. +358 40 672 0595

Alisa Bank in brief

Alisa Bank is a Finnish digital bank that helps both personal and business customers to manage their day-to-day finances in straightforward and flexible manner. We offer comprehensive banking services to ordinary Finns as well as to small and medium-sized companies. Our company's shares are listed on the main list of Nasdaq Helsinki (ALISA) and we have a authorisation granted by the Financial Supervisory Authority. www.alisapankki.com