Fellow Bank Plc: Notification pursuant to chapter 9, section 10 of the Securities Markets Act
FELLOW BANK PLC STOCK EXCHANGE RELEASE 4.4.2022 AT 6:02 PM EEST
Fellow Bank Plc ("Fellow Bank") has today received a notification in accordance with chapter 9, section 5 of the Finnish Securities Market Act ("SMA") according to which Oy Fincorp Ab's total holding of shares and voting rights in Fellow Bank has fallen below the threshold of five (5) per cent on 2 April 2022. Oy Fincorp Ab is a company controlled by Roger Kempe. According to the notification, the reason for the notification was dilution of shareholding and voting rights conferred by the shares as a result of the issuance of merger consideration shares in the merger and the combination of share classes (see additional information below).
Total positions of Roger Kempe through the company controlled by him, Oy Fincorp Ab, in Fellow Bank according to the notification:
|
|
% of shares and voting rights |
% of shares and voting rights through financial instruments |
Total of both in % |
Total number of shares and voting rights of issuer |
|
Resulting situation on the date on which threshold was crossed or reached |
Less than 5% |
– |
Less than 5% |
87,157,094 |
|
Position of previous notification (if applicable) |
11.47% of shares and 15.14% of voting rights |
– |
11.47% of shares and 15.14% of voting rights |
|
Notified details of the resulting situation on the date on which the threshold was crossed:
A: Shares and voting rights
|
|
Number of shares and voting rights |
% of shares and voting rights |
||
|
Class / type of shares |
Direct |
Indirect |
Direct |
Indirect |
|
FI4000170915 |
2,660,490 |
– |
3.05 % |
– |
|
SUBTOTAL A |
2,660,490 |
3.05 % |
||
Information in relation to the person subject to the notification obligation:
Full chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held starting with the ultimate controlling natural person or legal entity:
|
Name |
% of shares and voting rights |
% of shares and voting rights through financial instruments |
Total of both |
|
Roger Kempe |
Less than 5% |
0 % |
2,660,490 |
|
Oy Fincorp Ab |
Less than 5% |
0 % |
2,660,490 |
Additional information:
Evli Bank Plc ("Evli Bank") and Fellow Finance Plc ("Fellow Finance") announced on 14 July 2021 that they had agreed in a combination agreement of an arrangement whereby Evli Bank demerges through a partial demerger into a new listed asset management group ("Evli Plc") and a company carrying on Evli Bank's banking services and into which Fellow Finance merges. The arrangement was completed on 2 April 2022. As a result of the completion of the merger, Fellow Finance dissolved automatically and in connection with the completion of the merger Evli Bank's name was changed to Fellow Bank Plc ("Fellow Bank"). In the merger, the shareholders of Fellow Finance received as merger consideration six (6) new shares of Fellow Bank for each share they held in Fellow Finance. In addition, a directed share issue in which Evli Plc, Taaleri Plc and TN Ventures Oy subscribed for new shares in Fellow Bank was completed in connection with the merger.
Further information
Teemu Nyholm, CEO, Fellow Bank Plc, teemu.nyholm@fellowpankki.fi, puh. +358 50 577 1028
Fellow Bank in brief
Fellow Bank Plc is a new Finnish bank that helps both personal and business customers to manage their day-to-day finances in a flexible and straightforward manner. For savers, we offer an attractive interest rate on deposits. Fellow Bank Plc is regulated by the Financial Supervisory Authority of Finland and listed on Nasdaq Helsinki’s main list (FELLOW). www.fellowbank.com
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