Stabilisation Notice

Goldman Sachs Bank Europe SE ("Goldman Sachs") has, in its capacity as Joint Global Coordinator and Stabilization Manager, notified Truecaller AB (publ) ("Truecaller" or the "Company") that stabilization measures have been undertaken in the Company's class B shares traded on Nasdaq Stockholm.

NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, FULLY OR PARTLY, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES OF AMERICA, AUSTRALIA, HONG KONG, CANADA, JAPAN, SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, DISTRIBUTION OR PUBLICATION WOULD BE UNLAWFUL OR REQUIRE REGISTRATION OR ANY OTHER MEASURE IN ACCORDANCE WITH APPLICABLE LAW.

As announced in connection with the offering to acquire newly issued and existing shares in Truecaller (the "Offering") and the listing of Truecaller’s class B shares on Nasdaq Stockholm, Goldman Sachs may, acting as Joint Global Coordinator and Stabilization Manager, carry out transactions designed to stabilize, maintain and otherwise support the market price of the Company's class B shares at levels above those which might otherwise prevail in the market.

Stabilization transactions may be undertaken on Nasdaq Stockholm in the over-the-counter market or otherwise, at any time during the period from the date of commencement of trading in the class B shares on Nasdaq Stockholm, 8 October 2021, and ending no later than 30 calendar days thereafter. However, the Stabilization Manager has no obligation to undertake any stabilization measures and there is no assurance that stabilization measures will be undertaken. Under no circumstances will transactions be conducted at a price higher than the one set in the Offering, i.e. SEK 52 per share.

In order to cover any overallotment in connection with the Offering, certain selling shareholders, in accordance with the disclosure in the prospectus for the Offering, have granted the Joint Global Coordinators and the Stabilization Manager an overallotment option, which may be utilized in whole or in part for 30 days from the date of pricing of the Offering, to sell up to 9,456,520 class B shares corresponding to up to 15 percent of the total number of class B shares in the Offering, at a price corresponding to the price in the Offering, i.e. SEK 52 per share (the "Overallotment Option")

Goldman Sachs has, in its capacity as Stabilization Manager, notified that stabilization measures have been undertaken in accordance with article 5(4) of the Market Abuse Regulation (EU) 596/2014 and the Commission Delegated Regulation (EU) 2016/1052 on Nasdaq Stockholm, as specified below. The contact person at Goldman Sachs is Laurent Bouquet (+33 142121986).

Stabilization information
 

Stabilization transactions

This announcement is for information purposes 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 or Japan. Any failure to comply with these restrictions may constitute a violation of the securities laws of such jurisdictions.

This announcement is not an offer of securities for sale into the United States. The securities referred to above 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 has not been and will not be a public offer of the securities in the United States.

For more information, please contact:

Annika Billberg, Head of IR & Communication
+46 702 679791
annika.billberg@truecaller.com

This information is information that Truecaller is obliged to make public pursuant to the EU Market Abuse Regulation 596/2014. The information was submitted for publication, through the agency of the contact persons set out above, at the time stated by the Company’s news distributor, Cision, at the publication of this press release.

About Truecaller:
We enable safe and relevant conversations between people and make it efficient for business to connect with consumers. Fraud and unwanted communication are endemic to digital economies, especially in emerging markets. We are on a mission to build trust in communication. Truecaller is an essential part of everyday communication for around 280 million active users, with half a billion downloads since launch and more than 30 billion unwanted calls identified and blocked. Headquartered in Stockholm, since 2009, we are a co-founder led, entrepreneurial company, with a highly experienced management team. Truecaller is listed on Nasdaq Stockholm since 8 October 2021. For more information, please visit corporate.truecaller.com