Public Property Invest

Share Issue/Capital Change • Apr 29, 2024

Public Property Invest ASA Notice of stabilisation and over-allotment

Public Property Invest ASA Notice of stabilisation and over-allotment

NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, IN WHOLE OR IN PART, DIRECTLY OR

INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA (INCLUDING ITS TERRITORIES

AND POSSESSIONS, ANY STATE OF THE UNITED STATES OF AMERICA AND THE DISTRICT OF

COLUMBIA) (THE "UNITED STATES"), AUSTRALIA, CANADA, THE HONG KONG SPECIAL

ADMINISTRATIVE REGION OF THE PEOPLE'S REPUBLIC OF CHINA OR JAPAN, OR ANY OTHER

JURISDICTION IN WHICH THE PUBLICATION, DISTRIBUTION OR RELEASE WOULD BE

UNLAWFUL.

Oslo, 29 April 2024: Reference is made to the stock exchange announcement made

by Public Property Invest ASA ("PPI" or the "Company", ticker code "PUBLI") on

25 April 2024, whereby the Company announced the successful completion of the

bookbuilding period for its initial public offering of shares (the "Offering"

or the "IPO") and to the stock exchange announcement earlier today, 29 April

2024, regarding the commencement of trading in the Company' shares on the Oslo

Stock Exchange, today.

DNB Markets, a part of DNB Bank ASA (the "Stabilisation Manager") may, on

behalf of the Managers (as defined below), engage in stabilisation activities

in the Company's listed shares (the "Shares") from today to and including 28

May 2024 (the "Stabilisation Period"). Any stabilisation activities are aimed

to support the market price of the Shares.

In connection with the Offering, the Managers have over-allotted 15,750,000

Shares to applicants in the Offering (the "Additional Shares"), which equals

15% of the Shares issued and sold in the Offering (excluding the Additional

Shares). In order to permit the delivery in respect of over-allotments made,

the Stabilisation Manager, on behalf of the Managers, has borrowed a number of

existing Shares equal to the number of Additional Shares from SBB Samfunnsbygg

AS, which will be redelivered to SBB Samfunnsbygg AS after expiry of the

Stabilisation Period (unless the relevant date falls within a closed period

pursuant to the EU Market Abuse Regulation, in which case the share loan shall

be settled as soon as possible after the expiry of such closed period).

The Company has further granted the Stabilisation Manager, on behalf of the

Managers, an option to require the Company to issue up to 15,750,000 Shares at

a price per share equal to the offer price in the Offering at NOK 14.50 (the

"Offer Price") to cover short positions made or created in connection with the

Offering as a result of over-allotments (the "Greenshoe Option"). The

Greenshoe Option may be exercisable at any time, in whole or in part, by the

Stabilisation Manager, on behalf of the Managers, during the Stabilisation

Period.

The Stabilisation Manager may effect transactions with a view to support the

market price of the Shares at a level higher than what might otherwise

prevail, through buying Shares in the open market at prices equal to or lower

than the Offer Price. There is no obligation on the Stabilisation Manager to

conduct stabilisation activities and there is no assurance that stabilisation

activities will be undertaken. Such stabilising activities, if commenced, may

be discontinued at any time, and will be brought to an end at the latest at

the end of the Stabilisation Period.

If stabilisation activities are undertaken, the Company will publish

information on the activities no later than seven trading days following such

transaction(s). Further, within one week after the expiry of the Stabilisation

Period, the Company will publish information as to whether or not

stabilisation activities were undertaken. If stabilisation activities were

undertaken, the statement will also include information about: (i) the total

amount of Shares sold and purchased; (ii) the dates on which the Stabilisation

Period began and ended; (iii) the price range between which stabilisation was

carried out for each of the dates during which stabilisation were carried out;

and (iv) the date at which stabilisation activities last occurred.

Any stabilisation activities will be conducted based on the principles set out

in article 5 (4) of the EU Market Abuse Regulation (Regulation (EU) No

596/2014) and Chapter III of the supplemental rules set out in the Commission

Delegated Regulation (EU) 2016/1052 with regard to regulatory technical

standards for the conditions applicable to buy-back programmes and

stabilisation measures.

Advisors

Arctic Securities AS, DNB Markets, a part of DNB Bank ASA, Danske Bank A/S,

Norwegian branch and Nordea Bank Abp, filial I Norge (together, the

"Managers") are acting as joint global coordinators in the IPO.

Advokatfirmaet Thommessen AS is acting as legal advisor to PPI and Wikborg

Rein Advokatfirma AS is acting as legal advisor to the Managers.

For further queries, please contact:

Ilija Batljan, interim CEO, ilija@publicproperty.no

Ylva Göransson, CFO, ylva@publicproperty.no

About PPI

Public Property Invest is a real estate company with the objective to own,

manage and develop public properties. The portfolio comprises socially

beneficial properties housing public tenants with strategic locations across

Norway. The company's strategy is focused on profitable growth through

sustainable and efficient operations, tenant satisfaction and ability to renew

and develop existing and new properties.

IMPORTANT NOTICE

These materials do not constitute or form a part of any offer of securities

for sale or a solicitation of an offer to purchase securities of the Company

in the United States or any other jurisdiction. The securities of the Company

may not be offered or sold in the United States absent registration or an

exemption from registration under the U.S. Securities Act of 1933, as amended

(the "U.S. Securities Act"). The securities of the Company have not been, and

will not be, registered under the U.S. Securities Act. Any sale in the United

States of the securities mentioned in this communication will be made solely

to "qualified institutional buyers" as defined in Rule 144A under the U.S.

Securities Act. No public offering of the securities will be made in the

United States.

Any offering of the securities referred to in this announcement will be made

by means of the Prospectus. This announcement is an advertisement and is not a

prospectus for the purposes of the EU Prospectus Regulation.

Investors should not subscribe for any securities referred to in this

announcement except on the basis of information contained in the

aforementioned Prospectus, if the Prospectus or another prospectus is

published. Copies of any such prospectus will, following publication, be

available from the Company's registered office and, subject to certain

exceptions, on the website of the Company. The expression "EU Prospectus

Regulation" means Regulation (EU) 2017/1129 of the European Parliament and of

the Council of 14 June 2017 (together with any applicable implementing

measures in any Member State).

In any EEA Member State, other than Norway and Sweden, this communication is

only addressed to and is only directed at qualified investors in that Member

State within the meaning of the EU Prospectus Regulation, i.e., only to

investors who can receive any offering of the securities referred to in this

communication without an approved prospectus in such EEA Member State.

In the United Kingdom, this communication is only addressed to and is only

directed at Qualified Investors who (i) are investment professionals falling

within Article 19(5) of the Financial Services and Markets Act 2000 (Financial

Promotion) Order 2005 (as amended) (the "Order") or (ii) are persons falling

within Article 49(2)(a) to (d) of the Order (high net worth companies,

unincorporated associations, etc.) (all such persons together being referred

to as "Relevant Persons"). These materials are 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. Persons distributing this communication must satisfy

themselves that it is lawful to do so.

Matters discussed in this announcement may constitute forward-looking

statements. Forward-looking statements are statements that are not historical

facts and may be identified by words such as "anticipate", "believe",

"continue", "estimate", "expect", "intends", "may", "should", "will" and

similar expressions. The forward-looking statements in this release are based

upon various assumptions, many of which are based, in turn, upon further

assumptions. Although the Company believes that these assumptions were

reasonable when made, these assumptions are inherently subject to significant

known and unknown risks, uncertainties, contingencies and other important

factors which are difficult or impossible to predict and are beyond its

control. Such risks, uncertainties, contingencies and other important factors

could cause actual events to differ materially from the expectations expressed

or implied in this release by such forward-looking statements. The

information, opinions and forward-looking statements contained in this

announcement speak only as at its date, and are subject to change without

notice.

The IPO may be influenced by a range of circumstances, such as market

conditions, and there is no guarantee that the IPO will proceed and that the

Listing will occur.

This announcement is made by, and is the responsibility of, the Company. The

Managers are acting exclusively for the Company and no one else in connection

with the IPO and will not be responsible to anyone other than the Company for

providing the protections afforded to their respective clients, or for advice

in relation to the contents of this announcement or any of the matters

referred to herein.

Neither the Managers nor any of their respective affiliates or any of their

respective directors, officers, employees, advisers, or agents accept any

responsibility or liability whatsoever for, or makes any representation or

warranty, express or implied, as to the accuracy, completeness or fairness of

the information and opinions in this announcement (or whether any information

has been omitted from this announcement) or any other information relating to

the Company or associated companies.

This announcement is for information purposes only and is not to be relied

upon in substitution for the exercise of independent judgment. It is not

intended as investment advice and under no circumstances is it to be used or

considered as an offer to sell, or a solicitation of an offer to buy any

securities or a recommendation to buy or sell any securities of the Company.

Neither the Managers nor any of their respective affiliates accepts any

liability arising from the use of this announcement.

Each of the Company, the Managers and their respective affiliates expressly

disclaims any obligation or undertaking to update, review or revise any

statement contained in this announcement whether as a result of new

information, future developments or otherwise.

The distribution of this announcement and other information may be restricted

by law in certain jurisdictions. Persons into whose possession this

announcement or such other information should come are required to inform

themselves about and to observe any such restrictions.