PIHLAJALINNA PLC STOCK EXCHANGE RELEASE 11 JUNE 2015, 9:00 a.m. EET
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, HONGKONG, JAPAN, SINGAPORE, SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.
Full exercise of over-allotment option in shares of Pihlajalinna and discontinuation of the stabilisation period
Danske Bank A/S, Helsinki Branch ("Danske Bank"), the sole bookrunner in the initial public offering of Pihlajalinna Plc ("Pihlajalinna" or the "Company"), has today fully exercised the over-allotment option granted by the Institutional Sellers (Sentica Buyout III Ky and Sentica Buyout III Co-Investment Ky) by purchasing 978,000 shares in Pihlajalinna from the Institutional Sellers. Simultaneously, Danske Bank redelivers to the Institutional Sellers 978,000 shares in Pihlajalinna it borrowed on the basis of a share lending agreement related to the initial public offering.
The Institutional Sellers have sold a total of 1,700,000 shares in Pihlajalinna in the initial public offering, including the shares sold by exercise of the over-allotment option. The ownership of the Institutional Sellers in Pihlajalinna after selling the shares covered by the over-allotment option and after redelivering of the shares borrowed on the basis of a share lending agreement will be 5,035,990 shares, representing approximately 26 per cent of all outstanding shares in Pihlajalinna.
No stabilisation measures have been carried out since the listing, and due to Pihlajalinna's share price development, Danske Bank has discontinued the stabilisation period.
Further enquiries
Terhi Kivinen, SVP Communications, Marketing and IR, Pihlajalinna Plc, Tel. +358 40 848 4001
About Pihlajalinna
Pihlajalinna is one of the leading private social and healthcare services providers in Finland. The Company provides social and healthcare services for households, companies, insurance companies and public sector entities in private clinics, health centres, dental clinics and hospitals around Finland. Pihlajalinna provides general practitioner and specialised care services, including emergency and on-call services, a wide range of surgical services as well as occupational healthcare and dental care services, in private clinics and hospitals operating under the Dextra brand. Under the Pihlajalinna brand the Company, in cooperation with the public sector, offers social and healthcare service provision models to public sector entities with the aim of providing high quality services for public pay healthcare customers.
For more information about Pihlajalinna, please visit www.pihlajalinna-konserni.fi.
Disclaimer
The information contained herein is not for publication or distribution, directly or indirectly, in or into the United States. These written materials do not constitute an offer of securities for sale in the United States, nor may the securities be offered or sold in the United States absent registration or an exemption from registration as provided in the U.S. Securities Act of 1933, as amended, and the rules and regulations thereunder. There is no intention to register any portion of the offering in the United States or to conduct a public offering of securities in the United States.
The issue, exercise or sale of securities in the offering are subject to specific legal or regulatory restrictions in certain jurisdictions. The Company assumes no responsibility in the event there is a violation by any person of such restrictions.
The information contained herein shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities referred to herein in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such jurisdiction. Investors must neither accept any offer for, nor acquire, any securities to which this document refers, unless they do so on the basis of the information contained in the applicable prospectus published or offering circular distributed by the Company.
The Company has not authorized any offer to the public of securities in any Member State of the European Economic Area other than Finland. With respect to each Member State of the European Economic Area other than Finland and which has implemented the Prospectus Directive (each, a "Relevant Member State"), no action has been undertaken or will be undertaken to make an offer to the public of securities requiring publication of a prospectus in any Relevant Member State. As a result, the securities may only be offered in Relevant Member States (a) to any legal entity which is a qualified investor as defined in the Prospectus Directive; or (b) in any other circumstances falling within Article 3(2) of the Prospectus Directive. For the purposes of this paragraph, the expression an "offer of securities to the public" means the communication in any form and by any means of sufficient information on the terms of the offer and the securities to be offered so as to enable an investor to decide to exercise, purchase or subscribe the securities, as the same may be varied in that Member State by any measure implementing the Prospectus Directive in that Member State and the expression "Prospectus Directive" means Directive 2003/71/EC (and amendments thereto, including the 2010 PD Amending Directive, to the extent implemented in the Relevant Member State), and includes any relevant implementing measure in the Relevant Member State and the expression "2010 PD Amending Directive" means Directive 2010/73/EU.
This communication is directed only at (i) persons who are outside the United Kingdom or (ii) persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or (iii) high net worth entities, and other persons to whom it may lawfully be communicated, falling within Article 49(2) of the Order (all such persons together being referred to as "relevant persons"). Any investment activity to which this communication relates will only be available to and will only be engaged with, relevant persons. Any person who is not a relevant person should not act or rely on this document.
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