Cash and Exchange Tender Launch Notice: ART Share 002 S.A.


NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND, SOUTH AFRICA OR ANY OTHER STATE OR JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF
ARTICLE 7 OF THE MARKET ABUSE REGULATION (596/2014/EU).

PR REF: PR/01 2026

Cash and Exchange Tender Launch Notice: ART Share 002 S.A.
Vaduz, Munich, 05 October 2026

NORVAULT AG invites eligible holders of Art Share 002 S.A. Class B shares (ISIN LU2583605592) to tender shares for cash or Bacon Series 001 Notes. The voluntary offer opens at 09:00 on 05 October 2026 and is conducted off-market under the Tender Offer Memorandum.

Consideration and participation
Cash tender: EUR 70.00 for each accepted share, without an upfront cash-tender fee charged by NORVAULT. Intermediary charges and applicable taxes or mandatory deductions may apply.

Exchange tender: Notes equal to 97.50% of each holder’s total accepted exchange shares, rounded up to the next whole Note. Instructions must be in whole multiples of 100 shares; the resulting exchange deduction is no more than 2.50%. Each Note has a EUR 70.00 Calculation Amount. Holders may split their tender between cash and exchange, subject to these terms.

Exchange participation replaces the accepted shareholding with a debt claim against NORVAULT. Its economics differ from cash subscription for new Notes at EUR 73.50, including the EUR 3.50 subscriber fee. A holder who does not participate retains its shares.

The Underlying Share Ownership Cap is 54,999 Underlying Shares. The Offering is limited to up to 54,000 Notes, subject at all times to the Underlying Share Ownership Cap, the minimum one-Underlying-Share-per-Note backing requirement, the Collateral Buffer and the EUR 4,000,000 Maximum Aggregate Calculation Amount. Actual issuance may therefore be lower.

Acceptance and settlement
Cash acceptances depend on unconditional acquisition funding, including available proceeds from the concurrent new issue and satisfaction of the applicable settlement conditions. Exchange acceptances depend on issuance capacity, settled eligible shares, effective custody and security, and completed investor, register and wallet requirements. Each Note must be backed by at least one pledged eligible share. An instruction does not guarantee acceptance. There is no minimum tender or initial closing condition. The offer is not underwritten. Tenders may be scaled back under the objective allocation policy in the Tender Offer Memorandum. Unaccepted or failed-settlement shares will be released or returned under its terms.

Eligible holders wishing to participate should submit their instructions by contacting CanTra GmbH, at support@cantra.io, the proposed coordinator acting under BMCP GmbH's regulatory responsibility (the "Coordinator"), and, where required, through their broker or custodian. Cash instructions and exchange elections/onboarding close at 15:30 on 23 October. Intermediaries may set earlier deadlines. Cash eligibility does not establish eligibility to receive Notes. Instructions become irrevocable after the deadline, except as permitted by the offer terms or mandatory law.

Principal risks and documents
The Notes are secured, unsubordinated, limited-recourse debt, carry no interest and have no fixed maturity. They confer no ownership of the shares or artwork. Recovery depends on the secured series assets after applicable costs and priorities. The Notes are unlisted and illiquid; neither repayment nor an exit is guaranteed, and investors may lose all their investment. Tokenisation and security do not remove these risks.

The Tender Offer Memorandum, Offering Memorandum and German PRIIPs KID will be available from 08:00 on 05 October at www.cantra.io Read them before tendering or electing Notes.

Expected timetable

Times are local Liechtenstein: CEST (UTC+2) until 24 October 2026 and CET (UTC+1) from 25 October 2026.

EventDay¹Date
Launch announcement0Mon 05 Oct 2026
Offering and Tender Offer Memoranda available0Mon 05 Oct 2026
Initial Offer Period opens0Mon 05 Oct 2026
Cash instructions and exchange election / onboarding deadline14Fri 23 Oct 2026
Cash and Canton Coin subscription application deadline (book closes)19Fri 30 Oct 2026
Preliminary allocation and scale-back determination21Tue 03 Nov 2026
Final acceptance / allocation notice21Tue 03 Nov 2026
Expected secupay release of accepted funds to AMINA22Wed 04 Nov 2026
Cash Tender settlement23Thu 05 Nov 2026
Exchange Tender settlement — share-transfer stage23Thu 05 Nov 2026
Scheduled Initial Closing / Issue Date23Thu 05 Nov 2026
Final results / closing announcement²23Thu 05 Nov 2026
Register entry and Canton Token delivery23Thu 05 Nov 2026

¹ Business days from launch, with 05 October as day 0. Intermediaries may impose earlier cut-offs. Dates may be extended or amended in accordance with the definitive documents and applicable law; changes will be announced through the offer website.
² The results announcement will state any outstanding completion conditions. Legal issuance requires completion of the register and delivery steps. Token delivery follows the results announcement and satisfaction of the issuance conditions.

Offer restrictions and exemptions
Retail offers of Notes, including exchange consideration, are made only in Germany and Liechtenstein, subject to eligibility and applicable distribution requirements. No approved prospectus is being published for the offer. A PRIIPs KID is required and will be available in German; consequently, no German Wertpapier-Informationsblatt is required under § 4(1), sentence 2, no. 4 WpPG. Neither BaFin, the FMA nor another regulator has approved or endorsed the Notes or their merits. Elsewhere, offers of Notes are restricted to eligible qualified or professional investors under a separately documented lawful placement, relying on Article 1(4)(a) where applicable or another available local exemption. No offer of Notes is made in the United States or to US Persons. Cash-tender eligibility is separately governed by the Tender Offer Memorandum.
Read the definitive documents and KID before deciding. This advertisement is a summary and does not provide investment advice. The documents govern the transaction, without limiting mandatory investor rights or liability for this announcement.

Issuer and offeror:
NORVAULT AG is a Liechtenstein special-purpose corporate issuer established to acquire, hold, pledge and administer eligible assets and to issue and administer secured limited-recourse securities. NORVAULT’s activities in connection with Bacon Series 001 are described in the Offering Memorandum and the transaction documents. NORVAULT does not itself provide investment advice, client-money safeguarding or custody services unless separately authorised and disclosed. NORVAULT AG is a Liechtenstein Aktiengesellschaft registered under Commercial Register no. FL-0002.761.173-3, with LEI 254900QHVFHX36BTQL05 and with its registered office at c/o TTA Trevisa-Treuhand-Anstalt, Landstrasse 14, 9496 Balzers, Liechtenstein.

About Bacon Series 001
Bacon Series 001 is a series of tokenised secured limited-recourse tracker notes issued by NORVAULT AG. Each Note has a EUR 70.00 Calculation Amount and is represented by one Canton Token. The Series is designed to provide eligible investors with indirect economic exposure to class B shares in Art Share 002 S.A. while preserving the legal distinction between the NORVAULT Notes, the Underlying Shares and the underlying artwork.

Publication and contacts

ItemDetails
IssuerNORVAULT AG, Liechtenstein Aktiengesellschaft; Commercial Register no. FL-0002.761.173-3, with LEI 254900QHVFHX36BTQL05 and with its registered office at c/o TTA Trevisa-Treuhand-Anstalt, Landstrasse 14, 9496 Balzers, Liechtenstein.
CanTra investor contactCanTra GmbH, Prannerstrasse 10, 80333 Munich, Germany, registered with the Amtsgericht München (Munich Local Court) under registration HRB 314213
Website https://www.cantra.io
Investor enquiries support@cantra.io
Telephone +49 158 88626769
NORVAULT corporate contactAmit Sharma – Investor Relations
contact@norvault.io
BMCP regulatory / distribution detailsBMCP GmbH (BaFin-ID 10155626), which is authorised and supervised by the German Federal Financial Supervisory Authority (BaFin). BMCP GmbH is registered with the district court (“Amtsgericht”) Munich under HRB 266950.

DISCLAIMER

This announcement is published in connection with the proposed offering by NORVAULT AG, a company limited by shares (Aktiengesellschaft) incorporated under the laws of the Principality of Liechtenstein, with registered office at c/o TTA Trevisa-Treuhand-Anstalt, Landstrasse 14, 9496 Balzers, Liechtenstein, registered with the Liechtenstein Commercial Register under number FL-0002.761.173-3. (“NORVAULT”, the “Company” or the “Issuer”), of its Bacon Series 001 Tokenised Secured Limited-Recourse Tracker Notes, ISIN LI1607214833 (the “Notes”), and the related voluntary cash and exchange tender offer for eligible holders of class B shares in Art Share 002 S.A., ISIN LU2583605592 (the “Underlying Shares”).

This announcement is not a prospectus for the purposes of Regulation (EU) 2017/1129, as amended (the “Prospectus Regulation”), and has not been approved by the Financial Market Authority Liechtenstein, the German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht – “BaFin”) or any other competent authority. This announcement does not itself constitute, and should not be construed as, an offer to sell or issue, or a solicitation of an offer to purchase or subscribe for, the Notes or any other securities in any jurisdiction in which such offer or solicitation would be unlawful. Any offer of the Notes will be made only to persons and in circumstances in which it may lawfully be made and solely on the basis of the applicable offering and transaction documentation.

The Notes are securities issued solely by NORVAULT. Art Share 002 S.A. is not the issuer or guarantor of the Notes. Investors in the Notes do not acquire direct legal or beneficial ownership of the Underlying Shares, Art Share 002 S.A. or the underlying artwork, and do not acquire shareholder voting, information, pre-emption or similar rights in Art Share 002 S.A.

Basis for any investment decision

The Notes are not suitable for every investor. Each potential investor should make an investment decision having regard to their financial and personal circumstances, investment objectives, knowledge and experience, risk tolerance, liquidity requirements and ability to bear a partial or total loss. These risk disclosures do not constitute legal, tax, financial or other professional advice tailored to the investor's individual circumstances. Potential investors should seek advice from appropriately qualified advisers before subscribing for, acquiring, transferring or holding the Notes.

This announcement is provided for information and marketing purposes only and does not contain all information necessary to evaluate an investment in the Notes. Any decision to subscribe for, acquire or hold Notes should be made only after reviewing the applicable, Offering Memorandum dated 05 October 2026, Terms and Conditions of Bacon Series 001 dated 05 October 2026, PRIIPs Key Information Document, where applicable; Cash Subscription Agreement and investor representations; and any other pre-contractual information required for the relevant investor, distribution channel and jurisdiction.

Existing holders of Underlying Shares considering participation in the related cash or exchange tender should additionally review the Tender Offer Memorandum dated 05 October 2026 and the relevant tender or exchange documentation.

In the event of any inconsistency between this announcement and the definitive transaction documents, the definitive transaction documents prevail in accordance with their terms. Nothing in this announcement constitutes investment advice, investment research, a personal recommendation, legal advice, tax advice or accounting advice. Prospective investors should make their own assessment of the Notes and obtain independent professional advice where appropriate.

Investment risk

AN INVESTMENT IN THE NOTES INVOLVES SIGNIFICANT RISK. INVESTORS MAY LOSE SOME OR ALL OF THE AMOUNT INVESTED.

The Notes do not provide capital protection, a guaranteed return, a fixed coupon, a scheduled maturity, an unconditional right of redemption or a guaranteed secondary market. The Notes are direct, secured, unsubordinated and limited-recourse debt obligations of NORVAULT. Recovery is subject to the Terms and Conditions, the Security, the Priority of Payments, applicable costs and liabilities and the value and realisability of the assets securing Bacon Series 001. Security does not guarantee repayment in full. The Notes are economically linked to class B shares in Art Share 002 S.A. and therefore indirectly to a highly concentrated underlying asset exposure. The Underlying Shares and the Notes may be highly illiquid and may be subject to significant valuation, market, custody, security, operational and execution risk. Each Note is represented by one Canton Token. A valid transfer completed in accordance with the applicable Canton, Register, whitelisting and transfer rules transfers the corresponding Token and Note together in accordance with applicable law. Tokenisation does not remove or reduce the investment, issuer, security, custody, liquidity, technology, operational, legal or regulatory risks associated with the Notes. Past performance, historical prices, valuations or other information concerning the Underlying Shares, Art Share 002 S.A., the underlying artwork or comparable assets are not reliable indicators of future performance.

European Economic Area

In any Member State of the European Economic Area (the “EEA”), the Notes may be offered only to persons and in circumstances in which such offer may lawfully be made under the Prospectus Regulation, applicable national legislation and the approved distribution arrangements.

The Notes may therefore be offered to qualified investors within the meaning of Article 2(e) of the Prospectus Regulation and, where the relevant offering route has been confirmed and all applicable requirements have been satisfied, to retail investors and other non-qualified investors pursuant to an available exemption, threshold or other lawful offering route.

The availability of the Notes to retail investors may differ between jurisdictions.

Retail distribution will occur only where the applicable legal and regulatory requirements have been satisfied, including, where relevant, requirements relating to product governance, appropriateness, fair, clear and not misleading communications, costs and charges, consumer information and provision of a PRIIPs Key Information Document in good time before the investor becomes bound.

This announcement must not be acted upon by any person to whom the Notes may not lawfully be offered.

Germany

In Germany, the Notes will be distributed only through the approved distribution arrangements and in accordance with applicable German and European securities and investment-services laws. CanTra GmbH is intended to act as the primary distributor and investor-facing platform for Bacon Series 001 pursuant to the applicable distribution arrangements with NORVAULT.

For the relevant regulated investment-service activities, CanTra acts under the regulatory responsibility and within the applicable permissions of BMCP GmbH, Schießstättstraße 28 / RGB, 80339 Munich, Germany, District Court (“Amtsgericht”) Munich, HRB 266950 / BaFin-ID 10155626 (“BMCP”).

NORVAULT remains solely the issuer of the Notes. Neither CanTra nor BMCP guarantees allocation, investment performance, liquidity, repayment or any particular exit value. Where the Notes are made available to German retail investors, the applicable PRIIPs KID and other mandatory pre-contractual information will be provided before the investor becomes bound.

Information to distributors in the EEA – MiFID II Product Governance

Solely for the purposes of the product-governance requirements contained in:

      (i)      Directive 2014/65/EU on markets in financial instruments, as amended (“MiFID II”);

      (ii)      Commission Delegated Directive (EU) 2017/593; and

      (iii)      applicable national implementing measures,

together the “MiFID II Product Governance Requirements”, the Notes have been subject to a product-approval process.

That process has determined that the Notes are:

      a)   compatible with an end target market comprising retail clients, professional clients and eligible counterparties, each as defined under MiFID II, subject to the more detailed positive and negative target-market criteria contained in the approved product-governance assessment; and

      b)   eligible for distribution through the distribution channels identified as appropriate in that product-governance assessment and permitted under MiFID II and applicable national law.

Notwithstanding that target-market assessment, distributors should note that:

  • the market value of the Notes may fall;
  • investors may lose some or all of their investment;
  • the Notes provide no capital protection;
  • the Notes provide no guaranteed income or return;
  • there is no guaranteed secondary market or exit;
  • the Notes may be suitable only for investors capable of understanding their structure and risks and of bearing the resulting losses and potentially indefinite holding period; and
  • retail distribution remains subject to the applicable appropriateness and other investor-protection requirements.

The target-market assessment is without prejudice to any contractual, legal or regulatory selling restrictions applicable to the Offering.

For the avoidance of doubt, the target-market assessment does not constitute:

(i) an assessment of suitability or appropriateness for any particular investor; or
(ii) a recommendation to any investor or group of investors to invest in, purchase or subscribe for the Notes.

Each distributor remains responsible for satisfying its own MiFID II product-governance obligations, determining the appropriate distribution strategy and performing the applicable client-level assessments.

United States and other restricted jurisdictions

The Notes have not been and will not be registered under the United States Securities Act of 1933, as amended (the “Securities Act”), or under the securities laws of any state or other jurisdiction of the United States.

The Notes may not be offered, sold, pledged, delivered or otherwise transferred, directly or indirectly, in the United States or to, or for the account or benefit of, U.S. persons except pursuant to an available exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with applicable law.

There will be no public offer of the Notes in the United States.

This announcement is not for publication, release or distribution, directly or indirectly, in or into the United States, Australia, Canada, Japan, New Zealand, South Africa or any other jurisdiction in which such publication, release or distribution would be unlawful.

Persons into whose possession this announcement comes must inform themselves about and observe all applicable restrictions. Failure to comply with such restrictions may constitute a violation of the securities laws of the relevant jurisdiction.

Voluntary Tender Offer

The related voluntary tender offer is separate from the offering of Notes to new cash subscribers.

Nothing in this announcement constitutes a general invitation to acquire or dispose of the Underlying Shares.

The Cash Tender and Exchange Tender are available only to eligible holders of Underlying Shares invited to participate in accordance with the Tender Offer Memorandum and related documentation.

NORVAULT may accept, reject or scale back tenders in accordance with the applicable transaction documents. Participation in the Tender Offer is voluntary.

A holder whose Cash Tender is accepted and settled will cease to own the relevant Accepted Cash Tender Shares and will receive the applicable Cash Consideration.

A holder whose Exchange Tender is accepted and settled will cease to own the relevant Accepted Exchange Shares and will instead receive Notes in accordance with the Exchange Entitlement. Such holder will thereafter be a creditor of NORVAULT subject to the Terms and Conditions, Security and limited-recourse provisions applicable to Bacon Series 001 and will not retain direct shareholder rights in respect of those exchanged shares.

Forward-looking statements

This announcement contains, or may contain, statements that are forward-looking in nature, including statements regarding NORVAULT's intentions, plans, expectations, proposed transaction timetable, anticipated subscription demand, acquisition and settlement of Underlying Shares, appointment of service providers, tokenisation arrangements, proposed distribution, liquidity arrangements and future operation of Bacon Series 001.

Words such as “believes”, “expects”, “intends”, “plans”, “anticipates”, “may”, “will”, “aims”, “proposes”, “seeks” and similar expressions may identify forward-looking statements.

Forward-looking statements involve known and unknown risks, uncertainties, assumptions and other factors which may cause actual results, performance or developments to differ materially from those expressed or implied.

Forward-looking statements speak only as of the date on which they are made. NORVAULT undertakes no obligation to update or revise any forward-looking statement except as required by applicable law.

The Offering and Tender Offer remain subject to satisfaction of the applicable legal, regulatory, documentation, funding, custody, Security, payment, settlement, Register, technology and operational conditions.

NORVAULT may amend, postpone, suspend, withdraw or elect not to proceed with the Offering or Tender Offer, subject to applicable law and the definitive transaction documents.

No reliance and responsibility

The information contained in this announcement is subject to change and does not purport to be complete.

No person should make an investment decision solely on the basis of this announcement.

Any subscription for or acquisition of Notes must be made on the basis of the definitive transaction documents made available to the relevant investor.

To the fullest extent permitted by applicable law, neither NORVAULT nor CanTra, BMCP, AMINA Bank AG, SAS Security Agent Services AG or any other service provider makes any representation or warranty, express or implied, as to the completeness of this announcement beyond the responsibility expressly assumed by it under applicable law or its definitive contractual arrangements.

Nothing in this announcement excludes or restricts any responsibility or liability which may not lawfully be excluded or restricted.


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