Ahlsell AB - Stabilisation Notice
Not for distribution, directly or indirectly, in or into the United States or any jurisdiction in which such distribution would be unlawful.
28th October 2016
Goldman Sachs International (contact: John Bentinck; telephone: +44 (0)20 7774 1000) hereby gives notice that the Stabilisation 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: | Ahlsell AB |
| Securities: | Ordinary shares (“ORDs”) of the Issuer (ISIN: SE0009155005) |
| Offering size: | SEK 6,020,970,176 |
| Offer Price: | SEK 46 |
| Stabilisation: | |
| Stabilisation Manager: | Goldman Sachs International, Peterborough Court, 133 Fleet Street, London EC4A 2BB |
| Stabilisation Period expected to start on: | 28th October 2016 |
| Stabilisation Period expected to end no later than: | 25th November 2016 |
| Maximum size of over-allotment facility: | 19,633,598 Shares |
| Over-allotment Option: | |
| Terms: | Keravel S.a.r.l, indirectly owned by CVC Equity Fund V and CVC European Equity Tandem Fund, Management and the Board of Directors as the selling shareholders, have 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 19,633,598 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 Stabilisation 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 Stabilisation Manager(s) will take any stabilisation action and any stabilisation action, if begun, may be ended at any time.
This announcement is for information only and does not constitute an offer or invitation to underwrite, subscribe for or otherwise acquire or dispose of any securities or investment advice in any jurisdiction in which such an offer or solicitation is unlawful, including without limitation, the United States, Australia, Canada, Japan or South Africa. Any failure to comply with these restrictions may constitute a violation of the securities laws of such jurisdictions.
This announcement and the information contained herein, is not an offer of securities for sale in, and is not for transmission to or publication, distribution or release, directly or indirectly, in the United States of America (including its territories and possessions, any state of the United States of America and the District of Columbia) (the "United States"). The securities being offered have not been and will not be registered under the US Securities Act of 1933, as amended (the "Securities Act"), or under any applicable securities laws of any state or other jurisdiction of the United States and may not be offered, sold, resold, transferred or delivered, directly or indirectly, in the United States unless registered under the Securities Act or pursuant to an exemption from, or in a transaction not subject to, such registration requirements and in accordance with any applicable securities laws of any state or other jurisdiction of the United States. No public offering of the securities discussed herein is being made in the United States.
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, Qualified Investors who are 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) are high net worth entities falling within Article 49 of the Order; or (iii) are persons to whom it may otherwise be lawfully 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.
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