ALTIA - Share Issue/Capital Change 2018

Altia Plc applies for its shares to be listed on the official list of Nasdaq Helsinki Ltd; the Finnish language prospectus has been published

Altia Plc, Stock Exchange Release, 12 March 2018 at 9:00 a.m.

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO AUSTRALIA, CANADA, THE HONG KONG SPECIAL ADMINISTRATIVE REGION OF THE PEOPLE’S REPUBLIC OF CHINA, JAPAN, SOUTH AFRICA OR THE UNITED STATES OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.

Altia Plc (“Altia” or the “Company”) has today filed a listing application with

Nasdaq Helsinki Ltd (the “Helsinki Stock Exchange”) to list the Company’s shares

first on the prelist and then on the official list of the Helsinki Stock

Exchange. Trading in the shares is expected to commence on the prelist of the

Helsinki Stock Exchange on or about 23 March 2018 and on the official list on or

about 27 March 2018 under the share trading code “ALTIA”.

The Finnish Financial Supervisory Authority has on 9 March 2018 approved Altia’s

Finnish language prospectus that has been published today. The Finnish language

prospectus will be available as of 12 March 2018 at the latest, before the

commencement of the subscription period, at the website of the Company at

www.altiagroup.com/listautuminen and at the head office of the Company at

Kaapeliaukio 1, FI-00180 Helsinki, Finland. In addition, the Finnish language

prospectus will be available on or about 12 March 2018 at Nordea Bank AB (publ),

Finnish Branch’s branch offices and at branch offices of OP Financial Group’s

cooperative banks as well as at the website of Nordea at www.nordea.fi/altia,

website of OP Financial Group at www.op.fi/merkinta and website of Nordnet at

www.nordnet.fi/altia as well as at the Helsinki Stock Exchange at Fabianinkatu

14, FI-00100 Helsinki, Finland. The English language document of the Finnish

language prospectus will be available on or about 12 March 2018 at the website

of the Company at www.altiagroup.com/ipo.

The Company published the preliminary price range for the contemplated initial

public offering (the “IPO”) on 9 March 2018. The subscription period for the IPO

commences today, on 12 March 2018, at 10:00 a.m. The terms and conditions of the

IPO are attached to this announcement.

Further information on the IPO and places of subscription is available at

www.altiagroup.com/ipo, www.nordea.fi/altia, www.op.fi/merkinta and

www.nordnet.fi/altia.

Additional information

Pekka Tennilä, CEO of Altia

Sanna Suvanto-Harsaae, Chairman of the Board of Directors of Altia

For interview and other information requests please contact Corporate

Communications:

Petra Gräsbeck, Director, Corporate Relations and Communications, tel. +358

40 767 0867

Niina Ala-Luopa, Communications Manager, tel. +358 400 728 957

Distribution

Nasdaq Helsinki Ltd

Principal media

www.altiagroup.com

Altia in brief

Altia is a leading Nordic alcoholic beverage company operating in the wines and

spirits markets in the Nordic countries, Estonia and Latvia. Altia produces,

imports, markets, sells and distributes both own and partner brand beverages.

The Company also has production in Cognac, France. Further, Altia exports

alcoholic beverages to approximately 30 countries, most of which are in Europe,

Asia and North America. Altia’s own core brands are Koskenkorva, Chill Out,

Blossa, Larsen, O.P. Anderson, Renault, Xanté and Valhalla. Altia’s net sales in

2017 were EUR 359.0 million and the Company employs about 700 professionals.

Altia wants to enhance a modern, responsible Nordic drinking culture.

www.altiagroup.com.

Disclaimer

It may be unlawful to distribute this announcement in certain jurisdictions.

This announcement is not for distribution in Australia, Canada, the Hong Kong

special administrative region of the People’s Republic of China, Japan, South

Africa, the United States or to any other jurisdiction where such distribution

would be unlawful. The information in this announcement does not constitute an

offer of securities for sale in such jurisdictions.

This announcement does not constitute an offer for sale of, or a solicitation of

an offer to purchase or subscribe for, any securities in the United States.

Securities may not be offered or sold in the United States unless they are

registered or are exempt from registration under the U.S. Securities Act of

1933, as amended, and the rules and regulations thereunder. Altia Plc (the

“Company”) does not intend to register any portion of this offering in the

United States or to conduct a public offering in the United States. Copies of

this announcement are not being, and should not be, distributed in or sent into

the United States.

The issue and/or sale of securities in connection with the contemplated listing

on Nasdaq Helsinki Ltd (the “Helsinki Stock Exchange”) (the “Listing”) are

subject to specific legal or regulatory restrictions in certain jurisdictions.

The Company, Nordea Bank AB (publ) Finnish Branch (“Nordea”), Carnegie

Investment Bank AB (“Carnegie”) and OP Corporate Bank plc (“OP”) (Nordea,

Carnegie and OP together the “Managers”) assume no responsibility in the event

there is a violation by any person of such restrictions.

Nordea, Carnegie and OP are acting exclusively for the Company and for no-one

else in connection with any transaction mentioned in this announcement and will

not regard any other person (whether or not a recipient of this announcement) as

a client in relation to any such transaction and will not be responsible to any

other person for providing the protections afforded to their clients, or for

advising any such person on the contents of this announcement or in connection

with any transaction referred to in this announcement. The contents of this

announcement have not been verified by Nordea, Carnegie or OP and neither

Nordea, Carnegie nor OP accept liability for this information included in this

announcement.

In the United Kingdom, this announcement is for distribution only to and is

directed only at persons who (i) have professional experience in matters

relating to investments which fall within Article 19(5) of the Financial

Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended, the

“Financial Promotion Order”), (ii) are persons falling within Article 49(2)(a)

to (d) (“high net worth companies, unincorporated associations etc”) of the

Financial Promotion Order, or (iii) are persons to whom an invitation or

inducement to engage in investment activity (within the meaning of section 21 of

the Financial Services and Markets Act 2000) in connection with the issue or

sale of any securities may otherwise lawfully be communicated or caused to be

communicated (all such persons together being referred to as “relevant

persons”). This announcement is directed only at relevant persons and must not

be acted on or relied on by persons who are not relevant persons. Any investment

or investment activity to which this announcement relates is available only to

relevant persons and will be engaged in only with relevant persons.

This announcement has been prepared on the basis that any offer of securities in

any Member State of the European Economic Area, other than Finland, which has

implemented the Prospectus Directive (2003/71/EC, as amended, including by

Directive 2010/73/EU, the “Prospectus Directive”) (each, a “Relevant Member

State”) will be made pursuant to an exemption under the Prospectus Directive, as

implemented in that Relevant Member State, from the requirement to publish a

prospectus for offers of securities. Accordingly any person making or intending

to make any offer in that Relevant Member State of securities which are the

subject of the offering contemplated in this announcement, may only do so in

circumstances in which no obligation arises for the Company or any of the global

coordinator to publish a prospectus pursuant to Article 3 of the Prospectus

Directive or supplement a prospectus pursuant to Article 16 of the Prospectus

Directive, in each case, in relation to such offer. Neither the Company nor any

of the Managers have authorised, nor do they authorise, the making of any offer

of the securities through any financial intermediary, other than offers made by

the Managers which constitute the final placement of the securities contemplated

in this announcement. Neither the Company nor any of the Managers have

authorised, nor do they authorise, the making of any offer of securities in

circumstances in which an obligation arises for the Company or any Managers to

publish or supplement a prospectus for such offer.

The information contained in this announcement is for informational purposes

only and does not purport to be full or completed. No reliance may or should be

placed by any person for any purposes whatsoever on the information contained in

this announcement or on its completeness, accuracy or fairness. This

announcement does not constitute or form part of any offer or invitation to sell

or issue, or any solicitation of any offer to purchase or subscribe for any

shares or any other securities nor shall it (or any part of it) or the fact of

its distribution, form the basis of, or be relied on in connection with, any

contract therefor. The information in this announcement is subject to change.

Investors must neither accept any offer for, nor acquire, any securities to

which this document refers, unless they do so on the basis of the information

contained in the applicable prospectus published or offering circular

distributed by the Company.

In connection with the Company’s contemplated Listing and in accordance with all

applicable laws and rules, Nordea (the “Stabilizing Manager”) (or persons acting

on its behalf), may agree that the State of Finland (the “Seller”) will grant

the Stabilizing Manager an option to over-allot shares or effect stabilization

transactions with a view to support the market price of the Company’s shares at

a level higher than that which might otherwise prevail (provided that the

aggregate principal number of the Company’s shares allotted does not exceed 15

per cent of the aggregate principal number of the offer shares in the

contemplated Listing). However, stabilization action may not necessarily occur

and may cease at any time, and the Stabilization Manager is not required to

enter into such transactions. Any stabilization action may begin on or after the

date of commencement of trading in the shares on the Helsinki Stock Exchange Ltd

and, if begun, may be ended at any time, and such measures must be brought to an

end within 30 days of commencement of trading in the Company’s shares on the

prelist of the Helsinki Stock Exchange, which period is estimated to occur

between 23 March 2018 and 21 April 2018.

This announcement includes forward-looking statements, which include statements

regarding the Company’s business strategy, financial condition, profitability,

results of operations and market data, as well as other statements that are not

historical facts. Words such as “believe,” “anticipate,” “plan,” “expect,”

“target,” “estimate,” “project,” “predict,” “forecast,” “guideline,” “should,”

“aim,” “continue,” “could,” “guidance,” “may,” “potential,” “will,” as well as

similar expressions and the negative of such expressions are intended to

identify forward-looking statements, but are not the exclusive means of

identifying these statements. By their nature, forward-looking statements are

subject to numerous factors, risks and uncertainties that could cause actual

outcomes and results to be materially different from those projected. Readers

are cautioned not to place undue reliance on these forward-looking statements.

Except for any ongoing obligation to disclose material information as required

by the applicable law, the Company does not have any intention or obligation to

publicly update or revise any forward-looking statements after it distributes

this announcement, whether to reflect any future events or circumstances or

otherwise.

Certain figures contained in this announcement, including financial information,

have been subject to rounding adjustments. Accordingly, in certain instances,

the sum or percentage change of the numbers contained in this document may not

conform exactly with the total figure given.

Tua Stenius-Örnhjelm

Investor Relations Manager

+358 40 748 8864

[email protected]