General
Hexest Materials AS (registry code: 17268480, hereinafter Hexest), a 100% state-owned entity, is seeking a strategic investor for the construction and operation of the Baltic region’s first RDX military explosives production facility. The Ministry of Defence has announced a selective tender for the sale of the pre-emptive subscription right regarding shares of Hexest.
The acquirer of the pre-emptive subscription rights will subscribe, on the basis of a sale and purchase agreement (investment contract) concluded as a result of a selective tender, for up to 6 900 shares in Hexest, for which the Government of the Republic has authorised the Minister of Defence to increase the share capital, giving the acquirer of the pre-emptive subscription rights a 49% stake in Hexest after the share capital increase. As part of the investment, a shareholders’ agreement will also be concluded between the shareholders of Hexest.
The organiser of the tender is the Ministry of Defence, and the authorised tenderer is Hexest. Hexest has engaged contracted consultants acting on its behalf to carry out the selection process.
Process
The selective tender procedure is divided into stages, the brief description of which is as follows:
- The qualification stage, in which interested entrepreneurs must submit an application, together with the documents required by the arranger of the selective tender.
- Indicative (non-binding) offer stage, in which all entrepreneurs qualified in the qualification stage can submit their indicative (non-binding) offers.
- The binding offer stage, to which the arranger of the selective tender invites up to five bidders who have submitted the best indicative (non-binding) offers, who are given the opportunity to submit their binding offers.
After the binding offer stage, a negotiation phase may be carried out during the exclusivity period, during which the arranger of the selective tender conducts negotiations with the bidder who submitted the best binding offer (the successful bidder) regarding the documents related to the selective tender procedure.
The terms and conditions of the selective tender and the procedure (including the procedure for the submission of applications and tenders) are set out in the documents annexed to this notice (the annexed documents are available in Estonian and English). Information related to the selective tendering procedure can also be found on the Official Notices’ website: link to the Official Notices.
The deadline for submission of applications to participate in the selective tender process is 25.05.2026. Bidders must take into account that the deadline for submitting non-binding offer is 12.06.2026. Parties will be notified of any changes according to procedure.
Contact
All questions related to the selective tender should be addressed to the following e-mail addresses: Hanno Lindpere (hlindpere@kpmg.com), Dmitry Ševoldajev (dsevoldajev@kpmg.com) and Matīss Rekerts (mrekerts@kpmg.com).
Documents (click on document name)
Criteria and procedure of the selective tender.
Annex 1: Company application form (confirmations of eligibility).
Annex 3.
