Tokmanni Group Oyj: Stabilisation Notice

Not for distribution, directly or indirectly, in or into the United States or any jurisdiction in which such distribution would be unlawful.

Tokmanni Group Oyj ("Tokmanni")

Stabilisation Notice

29th April 2016

Goldman Sachs International (contact: Daniel Martin; telephone: +44 (0)20 7774 1000) hereby gives notice that the Stabilising Manager named below and its affiliates may stabilise the offer of the following securities in accordance with Commission Regulation (EC) No. 2273/2003 implementing the Market Abuse Directive (2003/6/EC).

The securities:
Issuer: Tokmanni Group Oyj ("Tokmanni")
Securities: Ordinary shares ("ORDs") of the Issuer (ISIN: FI4000197934)
Offering size: € 181,433,487.50
Offer price: € 6.70
Stabilisation:
Stabilising Manager: Goldman Sachs International, Peterborough Court, 133 Fleet Street, London EC4A 2BB
Stabilisation period expected to start on: 29th April 2016
Stabilisation period expected to end no later than: 28th May 2016
Maximum size of over-allotment facility: 3,532,124 Shares
Over-allotment Option:
Terms: The Selling Shareholder has granted Goldman Sachs International, in its capacity as stabilisation manager and for the account of the underwriters, the option to acquire up to an additional 3,532,124 Shares Shares at the Offer price.
Duration: This option may be executed at any time during the stabilisation period.

Disclaimer

In connection with the offer of the above securities, the Stabilising Manager(s) may over-allot the securities or effect transactions with a view to supporting the market price of the securities at a level higher than that which might otherwise prevail. However, there is no assurance that the Stabilising Manager(s) will take any stabilisation action and any stabilisation action, if begun, may be ended at any time.

This announcement is for information purposes only and does not constitute an invitation or offer to underwrite, subscribe for or otherwise acquire or dispose of any securities of the Issuer in any jurisdiction.

This announcement is directed only at: (A) persons in member states of the European Economic Area (the "EEA") who are "qualified investors" within the meaning of Article 2(1)(e) of the EU Prospectus Directive (Directive 2003/71/EC (and amendments thereto, including Directive 2010/73/EU, to the extent implemented in the relevant member state of the EEA) and includes any relevant implementing measure in each relevant member state of the EEA) (the "Qualified Investors"); (B) in the United Kingdom, to persons who (i) have professional experience in matters relating to investments and who fall within the definition of "investment professionals" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the "Order"); or (ii) who are high net worth entities falling within Article 49 of the Order; or (iii) are persons to whom it may otherwise be lawfully communicated; and (D) other persons to whom it may otherwise lawfully be communicated, (all such persons together being referred to as "Relevant Persons"). If you are not a Relevant Person, you will not be eligible to participate in the offering, and you should not act upon, or rely on, this announcement.

This announcement is not an offer of securities for sale into the United States. The securities have not been, and will not be, registered under the United States Securities Act of 1933, as amended and may not be offered or sold in the United States absent registration or an exemption from registration.  There will be no public offer of securities in the United States. 

END

About Us

Tokmanni is the largest general discount retailer in Finland measured by number of stores and revenue. In 2017, Tokmanni’s revenue was EUR 797 million and on average it had approximately 3,200 employees. Tokmanni is the only nationwide general discount retailer in Finland, with 175 stores across Finland as at 31 December 2017.

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