Anora was formed through a merger of Altia Plc and Arcus ASA. The combination was implemented as a statutory cross-border absorption merger whereby Arcus was merged into Altia and dissolved. Altia was listed on Nasdaq Helsinki on 23 March 2018 and this page contains information about the initial public offering of Altia.
In the contemplated listing of Altia Plc (“Altia” or the “Company”), the State of Finland (the “Seller”) is offering, through a sale of shares, preliminarily a maximum of 20,000,000 shares (the “Sale Shares”) in the Company for purchase (the “Share Sale”) to (i) private individuals and entities in Finland (the “Public Share Sale”), and to (ii) institutional investors as private placements in Finland and internationally (the “Institutional Share Sale”). In addition, the Company is offering for subscription to the permanent employees of Altia in Finland and Sweden and to the members of the Executive Management Team of Altia a maximum of 300,000 new shares in the Company (the “Personnel Shares”) (the “Personnel Offering”).
The Public Share Sale 12-20 March 2018
Preliminarily 4,000,000 Sale Shares are offered in the Public Share Sale for subscription by private individuals and corporations in Finland in accordance with the terms and conditions specified in the Offering Circular. The subscription period for the Public Share Sale will commence on 12 March 2018 at 10:00 a.m. (Finnish time) and end on 20 March 2018 at 4:00 p.m. (Finnish time).
Sale and Subscription price
The preliminary price range in the Public Share Sale is EUR 7.50 – 9.00 per Sale Share (the “Preliminary Price Range”). The final sale price per Sale Share (the “Sale Price”) can, however, be no more than the maximum price of the Preliminary Price Range, EUR 9.00. The final subscription price per Personnel Share is 10 per cent lower than the Sale Price in the Public Share Sale. Therefore, the subscription price of the Personnel Share in the Personnel Offering (the “Subscription Price”) is a maximum of EUR 8.10. The Sale Price and the Subscription Price will be announced through a stock exchange release immediately after the pricing and they will be available on the Company’s website on or about 23 March 2018 and in the subscription places of the Share Sale and the Personnel Offering on or about 23 March 2018.
The Shares have not been subject to trading on a regulated market prior to the execution of the Share Sale and the Personnel Offering. The Company will submit a listing application to the Helsinki Stock Exchange to list the Shares on the Official List of the Helsinki Stock Exchange (the “Official List”) under the share trading code “ALTIA”. 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 of the Helsinki Stock Exchange on or about 27 March 2018 (the “Listing”). The Personnel Shares will be applied to be admitted for trading later, on or about 28 March 2018.
Payment of the Sale Shares
When submitting the Commitment, the price to be paid for the Sale Shares in the Public Share Sale is the maximum price of the Preliminary Price Range, i.e. EUR 9.00 per Sale Share multiplied by the number of Sale Shares covered by the subscription commitment.
Reasons for the Listing
The Company’s operations have been run in an autonomous way and it has been operating in an internationally competitive environment for years. The State of Finland considers the contemplated Listing and the reduction of the state ownership in the Company as a natural next step for the Company’s growth and development in Finland and internationally. The contemplated Listing would increase the transparency of the Company’s business, and from the perspective of the Company’s business partners, the contemplated Listing would bring more neutrality with regard to the Company considering its operations in the international environment.
The contemplated Listing would also serve to broaden the ownership base in the Company, provide the general public with an opportunity to invest in the Company and increase the general interest towards the Company and awareness of the Company with investors, business partners and customers as well as provide the Company an access to capital markets.
The objective of the contemplated Listing would be therefore to improve the Company’s ability to successfully pursue its strategy and to increase its strategic flexibility. Through the Listing, the Shares can also more effectively be used in potential acquisitions and in rewarding the Company’s personnel and key persons.
The Share Sale and the contemplated Listing allow for a liquid market for the Shares going forward.
Before making any investment decisions, investors are instructed to read the Terms and Conditions of the Share Sale and the Personnel Offering and the entire Offering Circular. The Offering Circular published by the Company is available from the link below.
Altia will host company presentations where information will be given on the Company and the contemplated Listing:
Helsinki: Monday 12 March 2018 at 6–8 p.m., venue: Kasarmin Salit, Kasarmikatu 21
Seinäjoki: Saturday 17 March 2018 at 1–3 p.m., venue: Conference centre Frami, B building, 1st floor, Kampusranta 9 B
12 March 2018 at 10:00 a.m. The subscription period for the Public Share Sale, the Institutional Share Sale and the Personnel Offering commence 19 March 2018 at 11:00 a.m. (local time) The subscription period for the Personnel Offering ends in Sweden 19 March 2018 at 4:00 p.m. The option to discontinue the Share Sale commences 20 March 2018 at 4:00 p.m. The subscription period for the Public Share Sale and the Personnel Offering ends in Finland end at the latest 22 March 2018 at 12:00 p.m. The subscription period for the Institutional Share Sale ends at the latest 22 March 2018 (estimate) Announcement of the results of the Share Sale and the Personnel Offering 23 March 2018 (estimate) The Sale Shares offered in the Public Share Sale are registered in the book-entry accounts of the investors 23 March 2018 (estimate) Trading in the Shares is expected to commence on the prelist of the Helsinki Stock Exchange 27 March 2018 (estimate) The Sale Shares offered in the Institutional Share Sale are ready to be delivered against payment 27 March 2018 (estimate) Trading in the Shares is expected to commence on the Official List of the Helsinki Stock Exchange 28 March 2018 (estimate) The Personnel Shares offered in the Personnel Offering are registered in the book-entry accounts of the investors
Places of subscription
The places of subscription in the Public Share Sale for customers with a book-entry account in Nordea are:
Nordea Netbank with bank identifiers at www.nordea.fi;
Nordea 24/7 service for private customers with Nordea’s bank identifiers by telephone Monday to Friday 8.00 a.m. to 8.00 p.m. (Finnish time), tel. 0200 3000 (Finnish service, local network charge / mobile charge), tel. 0200 5000 (Swedish service, local network charge / mobile charge) or Monday to Friday 8.00 a.m. to 6.00 p.m. (Finnish time), tel. 0200 70 000 (English service, local network charge / mobile charge);
Nordea Business Centre for Nordea corporate customers;
Nordea’s branch offices (except branches with cash services only) in Finland during their normal business hours; and
Nordea Private Banking units in Finland (only for Nordea Private Banking customers).
The places of subscription in the Public Share Sale for customers of OP are:
OP Financial Group online service for private customers at the address www.op.fi/merkinta. OP Financial Group’s customers submitting a Commitment by e-subscription are required to have OP Financial Group’s bank identifiers;
OP 0100 0500 telephone service (in Finnish, local network charge / mobile charge). The Commitment may be submitted via telephone if the customer has personal internet banking agreement with OP Financial Group and bank identifiers, which are required in connection with the identification to the telephone service; and
Branch offices of OP Financial Group’s cooperative banks during their normal business hours.
The place of subscription in the Public Share Sale for customers with a book-entry account in Nordnet is:
Nordnet’s online service with Nordnet’s bank identifiers at www.nordnet.fi/altia.
The places of subscription in the Public Share Sale for investors that are not Nordea, OP or Nordnet customers are:
OP Financial Group online service for private customers at the address www.op.fi/merkinta. An internet subscription requires bank identifiers of Aktia, Danske Bank, Handelsbanken, POP Bank, S-Bank, Savings Bank or Ålandsbanken; and
Nordea’s branch offices (except branches with cash services only) in Finland during their normal business hours;
designated banks of OP Financial Group* (the “Designated Banks”), only the during normal business hours.
* The Designated Banks are: Etelä-Hämeen Osuuspankki, Etelä-Karjalan Osuuspankki, Etelä-Pohjanmaan Osuuspankki, Itä Uudenmaan Osuuspankki, Kainuun Osuuspankki, Keski-Pohjanmaan Osuuspankki, Keski-Suomen Osuuspankki, Keski-Uudenmaan Osuuspankki, Kymenlaakson Osuuspankki, Lounaismaan Osuuspankki, Lounaisrannikon Osuuspankki, Länsi-Suomen Osuuspankki, Länsi-Uudenmaan Osuuspankki, Helsingin Seudun Osuuspankki, Oulun Osuuspankki, Pohjois-Karjalan Osuuspankki, Pohjois-Savon Osuuspankki, Pohjolan Osuuspankki, Päijät-Hämeen Osuuspankki, Suur-Savon Osuuspankki, Tampereen Seudun Osuuspankki, Turun Seudun Osuuspankki and Vasa Andelsbank.