Exercise of over-allotment option and end of stabilisation period

NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES, HONG KONG, CANADA, NEW ZEALAND, JAPAN, SWITZERLAND, SOUTH KOREA OR SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH THE PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL OR REQUIRE FURTHER REGISTRATION MEASURES. PLEASE SEE “IMPORTANT INFORMATION” AT THE END OF THIS ANNOUNCEMENT.

ABG Sundal Collier AB (”ABGSC”) and Carnegie Investment Bank AB (publ) (”Carnegie”) (jointly the "Joint Bookrunners") have today notified Desenio Group AB (publ) (“Desenio”) and Verdane Capital¹ (”Verdane”) that the over-allotment option has been exercised in full and that the stabilisation period has ended.

In connection with the private placement of shares in Desenio and the admission to trading of Desenio’s shares on Nasdaq First North Growth Market on 15 March 2021 (the “Offering”), Verdane entered into an undertaking to, within 30 days, upon the Joint Bookrunners’ request, sell up to 8,072,120 additional existing shares in Desenio to cover over-allotment in connection with the Offering (the “Over-Allotment Option”). The Over-Allotment Option has been exercised in full.

No stabilisation transactions have been carried out. ABGSC, as stabilising manager on behalf of the Joint Bookrunners, has decided to end the stabilisation period.

For further information, please contact:

Fredrik Palm, CEO, Desenio Group

Tel.: +46 70 080 76 37

Email: fredrik.palm@deseniogroup.com
 

This information was submitted for publication, through the agency of the contact person set out above, at 20.30 CET on 18 March 2021.

Desenio’s shares are publicly listed on First North Growth market under the ticker “DSNO” with FNCA Sweden AB as its Certified Adviser; info@fnca.se +46 8 528 00 399.

Important information

This press release does not constitute an offer or a solicitation to sell or acquire securities in the Company in any jurisdiction. The contents of this press release have been prepared by the Company and the Company is solely responsible for the contents hereof.

This announcement does not include any offer to the public to subscribe for shares or otherwise acquire shares or other financial instruments in Desenio, whether in Sweden or other jurisdiction. This press release does not constitute a prospectus in accordance with the Prospectus Regulation. Investors should not subscribe or deal in securities referred to in this press release.

Copies of this press release or the information herein may not, wholly or partly, direct or indirect, be distributed or sent to the United States, Hong Kong, Canada, New Zealand, Japan, Switzerland, South Korea or South Africa or any other jurisdiction where such distribution would be illegal or require registration or other measures.

The shares in the Company have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), or under the securities laws of any state or other jurisdiction of the United States and may not be offered, sold or otherwise transferred, directly or indirectly, in or to the United States, except in accordance with an applicable exemption from, or in a transaction that is not subject to, the registration requirements of the Securities Act and in accordance with the securities laws of the relevant state or other jurisdiction in the United States.

This press release does not constitute an offer to persons in the United Kingdom to acquire securities. No prospectus has been registered, or will be registered, in the United Kingdom regarding the securities mentioned in this press release. In the United Kingdom, this press release and other material concerning the securities mentioned herein may be distributed and directed only to (i) professional investors covered by Article 19 (5) of the Financial Services and Markets Act 2000 (the Financial Promotion) (the “Order”), (ii) high net-worth entities under Article 49 (2) (a) to (d) of the Order, and (iii) other persons to whom the prospectus may be lawfully served (all such persons are collectively referred to as "relevant persons"). This press release is addressed only to relevant persons and may not be used or invoked by persons who are not relevant persons. All investments or investment activities to which this press release relates are only available to relevant persons and will only be directed to relevant persons. Persons who are not relevant persons should not take any actions based on this press release, nor rely on it.

This press release does not constitute an offer to persons in Australia to acquire securities. No documentation has been, or will be, lodged with the Australian Securities and Investments Commission as a disclosure document under Chapter 6D of the Australian Corporations Act 2001 (the “Corporations Act”). Such document must only be provided to ‘wholesale clients’ as defined in the Corporations Act in Australia. Such document does not purport to include the information required of a disclosure document under Chapter 6D of the Corporations Act. Accordingly: (a) no New shares or other securities may be offered for issue to any person in Australia except to ‘wholesale clients’ as defined in the Corporations Act and in circumstances where disclosure to investors is not required under Part 6D.2 of the Corporations Act; and (b) no share or other securities may be offered for sale (or transferred, assigned or otherwise alienated) to investors in Australia for at least 12 months after their issue, except in circumstances where disclosure to investors is not required under Part 6D.2 of the Corporations Act.

Furthermore, the securities mentioned in this press release have not been registered and will not be registered under any applicable securities law in Hong Kong, Canada, New Zealand, Japan, Switzerland, South Korea or South Africa and may, with certain exceptions, not be offered or sold to or within, or on behalf of a person or for the benefit of a person who is registered, resident or located in, these countries.In the EEA Member States, this press release and the information contained herein are intended only for and directed to qualified investors as defined in the Prospectus Regulation. The securities mentioned in this press release are not intended to be offered to the public in any EEA Member State and are only available to qualified investors except in accordance with exceptions in the Prospectus Regulation. Any invitation, offer or agreement to subscribe for, purchase or otherwise acquire such securities will only be processed for qualified investors. Persons in any EEA Member State who are not qualified investors should not take any actions based on this press release, nor rely on it.

¹ Refers to Verdane Capital IX (D) AB and Verdane Capital IX (E) AB