Major Shareholding Notification • Dec 3, 2014
Preview not available for this file type.
Download Source FileCopenhagen, 2014-12-03 08:00 CET (GLOBE NEWSWIRE) --
No. 30/2014
NOT FOR DISTRIBUTION IN THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA.
THE INFORMATION CONTAINED HEREIN IS NOT FOR RELEASE, PUBLICATION OR
DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN ANY JURISDICTION IN WHICH THE
DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.
THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN
OFFER TO BUY, NOR SHALL THERE BE ANY SALE OF THE SECURITIES REFERRED TO HEREIN,
IN OR INTO ANY JURISDICTION WHERE SUCH OFFER, SOLICITATION OR SALE WOULD BE
UNLAWFUL PRIOR TO REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS OF ANY
SUCH JURISDICTION.
Sale of 25,000,000 existing shares in
ISS A/S by FS Invest II S.à r.l.
With reference to announcements no. 28 and no. 29 of 2 December 2014, ISS A/S
(ISS.CO, ISS DC), one of the world's leading facility services companies, has
just been informed that FS Invest II S.à r.l. has sold 25,000,000 existing
shares in ISS A/S, equivalent to 13.5% of the share capital and voting rights
in ISS A/S to institutional investors pursuant to the accelerated bookbuilt
offering at a price of DKK 162 per share (the “Transaction”). FS Invest II S.à
r.l. is a wholly owned subsidiary of FS Invest S.à r.l. (FS Invest S.à r.l. is
owned and controlled by the EQT Funds (funds known as EQT III and EQT IV
together with parallel co-investment vehicles or schemes managed by EQT, being
the general partners and managers of the EQT branded funds) and certain funds
advised by affiliates of The Goldman Sachs Group, Inc.).
Following settlement of the Transaction, FS Invest II S.à r.l.’s holding of
shares in ISS A/S will constitute 35,782,993 shares of a total nominal value of
DKK 35,782,993 corresponding to 19.3% of the share capital and 19.3% of the
voting rights in ISS A/S.
ISS A/S has purchased 125,000 shares in the bookbuilt offering to be held in
treasury for purposes of covering its obligations under existing share-based
incentive plans.
ISS A/S will not receive any proceeds from the Transaction.
For media enquiries
Kenth Kærhøg, Head of Group Communications, +45 38 17 62 05
For investor enquiries
Martin Kjær Hansen, Investor Relations Manager, +45 38 17 64 31
THE SECURITIES DESCRIBED HEREIN HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER
THE U.S. SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE OFFERED OR SOLD IN
THE UNITED STATES ABSENT REGISTRATION OR AN APPLICABLE EXEMPTION FROM
REGISTRATION REQUIREMENTS.
WITH RESPECT TO THE MEMBER STATES OF THE EUROPEAN ECONOMIC AREA WHICH HAVE
IMPLEMENTED DIRECTIVE 2003/71/EC AS AMENDED (TOGETHER WITH ANY APPLICABLE
IMPLEMENTING MEASURES IN ANY MEMBER STATE, THE "PROSPECTUS DIRECTIVE") (EACH A
"RELEVANT MEMBER STATE"), NO ACTION HAS BEEN UNDERTAKEN OR WILL BE UNDERTAKEN
TO MAKE AN OFFER TO THE PUBLIC OF THE SECURITIES REFERRED TO HEREIN REQUIRING A
PUBLICATION OF A PROSPECTUS IN ANY RELEVANT MEMBER STATE. AS A RESULT, THESE
SECURITIES MAY ONLY BE OFFERED OR SOLD IN ANY RELEVANT MEMBER STATE PURSUANT TO
AN EXEMPTION UNDER THE PROSPECTUS DIRECTIVE.
IF PUBLISHED, THIS NOTICE IS ONLY ADDRESSED TO, AND DIRECTED AT, PERSONS IN
MEMBER STATES OF THE EUROPEAN ECONOMIC AREA WHO ARE "QUALIFIED INVESTORS"
WITHIN THE MEANING OF ARTICLE 2(1)(E) OF THE PROSPECTUS DIRECTIVE ("QUALIFIED
INVESTORS").
IN THE UNITED KINGDOM, THIS NOTICE IS DIRECTED ONLY AT, QUALIFIED INVESTORS (I)
WHO ARE PERSONS HAVING PROFESSIONAL EXPERIENCE IN MATTERS RELATING TO
INVESTMENTS WHO FALL WITHIN THE DEFINITION OF "INVESTMENT PROFESSIONALS" IN
ARTICLE 19(5) OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 (FINANCIAL
PROMOTION) ORDER 2005, AS AMENDED (THE "ORDER"), OR (II) PERSONS WHO ARE HIGH
NET WORTH ENTITIES FALLING WITHIN ARTICLE 49(2) OF THE ORDER, AND OTHER PERSONS
TO WHOM IT MAY LAWFULLY BE COMMUNICATED (“RELEVANT PERSONS”). UNDER NO
CIRCUMSTANCES SHOULD PERSONS WHO ARE NOT RELEVANT PERSONS RELY OR ACT UPON THE
CONTENTS OF THIS NOTICE. ANY INVESTMENT OR INVESTMENT ACTIVITY TO WHICH THIS
NOTICE RELATES IN THE UNITED KINGDOM IS AVAILABLE ONLY TO, AND WILL BE ENGAGED
ONLY WITH, RELEVANT PERSONS.
IN DENMARK, THIS NOTICE IS DIRECTED ONLY AT PERSONS WHO ARE QUALIFIED INVESTORS.
ISS A/S, ISIN DK 0060542181,
ISS Global A/S, ISIN XS0206714247
ISIN XS1145526585, ISIN XS1145526825
About ISS
The ISS Group was founded in Copenhagen in 1901 and has grown to become one of
the world’s leading Facility Services companies. ISS offers a wide range of
services such as: Cleaning, Catering, Security, Property and Support Services
as well as Facility Management. Global revenue amounted to DKK 78.5 billion in
2013 and ISS has approximately 515,000 employees and local operations in more
than 50 countries across Europe, Asia, North America, Latin America and
Pacific, serving thousands of both public and private sector customers. For
more information on the ISS Group, visit www.issworld.com.
Building tools?
Free accounts include 100 API calls/year for testing.
Have a question? We'll get back to you promptly.