Purchase order for up to 2.2 million shares in FLSmidth & Co. A/S

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN OR INTO THE UNITED STATES, CANADA, JAPAN, SOUTH AFRICA, HONG KONG OR AUSTRALIA OR IN ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION IS UNLAWFUL

Press release

Copenhagen, 16 August 2023

Purchase order for up to 2.2 million shares in FLSmidth & Co. A/S

Carnegie Investment Bank AB (publ) (“Carnegie”) has been engaged by Altor Invest 7 AS (the "Investor"), a subsidiary of Altor Fund V (comprising of Altor Fund V (No. 1) AB and Altor Fund V (No. 2) AB) to explore the opportunity to buy up to 2.2 million shares in FLSmidth & Co. A/S ("FLSmidth” or the “Company”), corresponding to 3.8% of the shares outstanding. Altor Fund V is part of the Altor family of funds.

The price per share will be determined after the close in an accelerated purchase bookbuild offering process carried out by Carnegie.

The purchase order will commence as of publication of this notice and expire on 17 August 2023 at 08:00 CEST. The final price per share and amount of shares purchased are expected to be announced as soon as practically possible thereafter. The purchase order may be closed earlier or extended, as applicable.

The Investor agrees not to purchase any additional shares beyond 14.9% ownership during the period ending on the date of the Company's release of its interim financial report for the period ending 30 September 2023 (currently expected to be released on 9 November 2023).

If sale orders for more than the ordered shares are received, some or all sale orders may be reduced at the sole discretion of the Investor. If sale orders for less than the purchase order are received, the Investor reserves the right, at its sole discretion, to purchase fewer shares or no shares at all.

The Investor reserves the right, at its sole discretion, not to complete the purchase order if the price, volume or other terms achieved are not acceptable to the Investor. If the purchase order is completed, settlement will take place on or around 21 August 2023 (subject to change). If the purchase order is not completed, all shares for which sales orders have been received will be released without further compensation to the shareholder.

Carnegie acts as Sole Global Coordinator and Sole Bookrunner in connection with the purchase.

Disclaimer

This announcement should not be construed as a confirmation neither that the purchase will be completed, nor of the deal size or the price.

This announcement is not for release, publication or distribution, in whole or in part, directly or indirectly, in or into the United States, Canada, Japan, South Africa, Hong Kong or Australia or any other jurisdiction in which such publication or distribution is unlawful.

This announcement is intended for the sole purpose of providing information. Persons needing advice should consult an independent financial adviser. This announcement does not constitute an investment recommendation.

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