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Growth Issuance Prospectus Reads Quiet First Quarter Across Helsinki

Helsinki: Nasdaq Helsinki, the Nordic exchange that anchors the Finnish primary issuance market, has been one of the first European venues to publish working guidance for issuers seeking to use the EU Growth Issuance Prospectus that became operational on 5 March 2026 under the Listing Act package. Eleven weeks into the new regime, the picture from Finnish corporate counsel and from the Finnish Financial Supervisory Authority is one of slower-than-expected uptake combined with steady interest from small and medium-sized enterprises that had previously been quoted on First North Growth Market and now want a fuller public market path.

The Listing Act package, finally adopted by the European Parliament and the Council in late 2024 after a drafting process that began in late 2022, set out to make Union public markets more attractive for European companies by trimming back disclosure burdens, simplifying prospectus formats and easing post-listing obligations. The package landed in Helsinki as in every other Member State with two operational deadlines: a 5 March 2026 entry into application for the Follow-on Prospectus and the Growth Issuance Prospectus, and a 5 June 2026 entry into application for the standard prospectus changes and further amendments to the Market Abuse Regulation. The two earlier instruments are designed for issuers already listed on a regulated market or on an SME growth market, and for first-time SME public offerings respectively.

The Follow-on Prospectus is the more straightforward of the two new formats. Issuers whose shares have traded on a regulated or SME growth market for at least eighteen months can publish a simplified prospectus capped at fifty pages of content. The Growth Issuance Prospectus is the SME-specific tool. It uses a slimmer content schedule with reduced complexity, replacing the prior EU Growth Prospectus that the European Securities and Markets Authority’s 2024 review found to be underused relative to its design ambitions. Finnish issuers that have considered a step-up from First North to the main market in 2026 are reading the Growth Issuance Prospectus as the bridging instrument it was designed to be, with industrial groups in the Hartwall Capital and Verdane Capital portfolios among those running the numbers.

The Finnish FIN-FSA confirmed in a working note circulated to market makers in early May that it had received two complete Growth Issuance Prospectus submissions and four pre-submission consultations since the 5 March entry into application. That run rate is below the volume that Nasdaq Helsinki’s listings team projected to the Commission’s expert group on listing during the consultation phase. Counsel at three of the major Finnish corporate law firms have suggested the slower uptake reflects market conditions, with Nordic small-cap valuations having lagged the wider European recovery through the first quarter, rather than dissatisfaction with the new prospectus structure. The European Securities and Markets Authority’s level 2 work continues in parallel, with the technical advice on market abuse and SME growth markets that ESMA delivered in late 2025 now feeding into the Commission’s delegated acts.

The June deadline brings the standard prospectus changes online, and with them several smaller adjustments that issuers and underwriters have been tracking. The next phase of the Listing Act sits in the Council’s hands as part of the wider Capital Markets Union refinement package. Helsinki’s listings team is preparing a public note for issuers in late June that will benchmark first-quarter take-up against equivalent venues in Stockholm, Copenhagen and Oslo. The contrast with the Nordic peers, where Stockholm and Copenhagen have reported five and three Growth Issuance Prospectus submissions respectively in the same window, is likely to feature in the Commission’s first review of the new regime.