Driving assessment

Nordec Group Corporation cancels its initial public offering and the listing of its shares

Nordec group company company press release June 29, 2022 at 11:45 a.m.

Nordec group company cancels its initial public offering and the listing of its shares

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Nordec Group Corporation (“Nordec” or the “Company”) the Board of Directors has today, June 29, 2022has decided to cancel the IPO published on June 6, 2022, due to an abnormal situation on the capital markets. The Board of Directors has also decided to cancel the listing of the Company’s shares on the Nasdaq First North Growth Market Finland (“First North”) maintained by Nasdaq Helsinki Ltd (“Nasdaq Helsinki”) and will submit a notice of cancellation of the listing application to Nasdaq Helsinki.

The subscription price paid by investors will be reimbursed according to the terms and conditions of the offer within approximately five (5) working days from the decision to cancel. If an investor’s bank account is at a different bank than the place of subscription, repayment will be made to a Finnish account in accordance with the payment schedule of financial institutions, approximately no later than two (2) business days thereafter. To by Nordnet own customers who have committed via by Nordnet place of subscription, the amount reimbursed will be paid to their Nordnet cash account. No interest will be paid on the refunded amount.

Kalle LuotoCEO of the Nordec Group company, comments:

“As a company, we will now focus on delivering excellent performance from our business units and deploy all our efforts to achieve the strategic objectives set for the coming months. I am delighted to have seen the commitment of our staff for the enrollment process and the success of the business. , which was clearly visible in the oversubscription of the staff offering. Together, as a team, we will now focus on setting up the company’s growth strategy at an accelerated pace, which is clearly confirmed by our large order book and our extremely promising project pipeline.

Petri Rignellthe president of the Nordec Group Corporation Board of Directorscomments:

“As Chairman of the Board of Directors of Nordec Group Corporation, I would like to thank our committed anchor investors, especially in this abnormal market situation. Their commitment has proven the company’s potential to be visible also to the community. investors. The excellent operating performance of the Company is now our target for the anticipated future and we will review the market situation at a later stage for possible growth capital transactions.”

More information

Kalle Luoto

CEO

Nordec group company

Tel: +358 40 552 9682

[email protected]

Information about Nordec

Nordec group company is, in the Company’s management’s estimate based on revenue, a leading provider of steel structure and shell solutions for construction projects in the Nordic countries of Finland, Sweden and Norway with a strong position in Central and Eastern European countries Poland, Lithuaniathe Czech Republic and Slovakia.

Nordec has a long experience in the design, manufacture and installation of frameworks, envelopes and bridges. The main raw material used by Nordec in its construction structures is steel. Nordec’s offering includes multi-stage, single-stage, heavy-industrial, bridge and enclosure solutions. Examples of Nordec flagship projects include the ongoing construction of Kruunuvuori Bridge in Helsinki, Central Library Oodi in Helsinki, various construction projects related to the battery value chain in Swedenas well as the DLS and Dahl logistics centers in Sweden.

Nordec’s turnover for the financial year ended December 31, 2021 has been €225.5 millionAdjusted EBITDA €11.8 millionAdjusted EBITA 9.2 million eurosand reported operating profit €2.0 million.

Further information about Nordec is available on the company’s website at www.nordec.com

Disclaimer

This announcement is not made in and copies of it may not be distributed or sent in United Statesthe UK, Canada, Australia Where Japan.

This document is not a prospectus within the meaning of the Prospectus Regulation (EU) 2017/1129 (the “Prospectus Regulation”) and the underlying legislation. A prospectus prepared in accordance with the Prospectus Regulation and approved by the Finnish Financial Supervisory Authority may be obtained from the Company and at the other places indicated in the prospectus.

This announcement does not constitute an offer to sell or a solicitation of an offer to buy securities of United States. The securities referred to herein may not be transferred by United States failure to register or an exemption from registration under the WE Securities Act of 1933, as amended. The Company does not intend to register the securities in United States or to carry out a public offering of securities in United States.

In any Member State of the European Economic Area other than Finland, Sweden Where Denmark or in the UK (each a “Relevant State”), this information and this offer is directed and intended only for persons who are “Qualified Investors” within the meaning of Article 2(e) of the Prospectus Regulation. The securities are only available with, and any invitation, offer or agreement to subscribe, purchase or acquire such securities will only be committed ‘with, Qualified Investors. This information should not be operated or relied upon in any relevant state by persons who are not Qualified Investors.

This communication does not constitute an offer of the securities to the public in the UK. No prospectus has been or will be approved in the UK with respect to titles. This communication is being distributed and directed only to (i) persons outside the UK, (ii) persons who are investment professionals within the meaning of section 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) or (iii) entities net worth, and other persons to whom this announcement may lawfully be communicated, within the meaning of section 49(2)(a) to (d) of the Order (all such persons being referred to as ” Persons concerned “). Any investment activity to which this communication relates will only be available and engaged with relevant persons. Any person who is not a Relevant Person should not act or rely on this document or its contents.

Matters discussed in this announcement may constitute forward-looking statements. Forward-looking statements are statements that are not historical facts and can be identified by words such as “believe”, “expect”, “anticipate”, “intend”, “estimate”, ” will”, “may”, “continue”, “should” and similar expressions. The forward-looking statements contained in this press release are based on various assumptions, many of which are based, in turn, on other assumptions. Although Nordec group company believes that these assumptions were reasonable when made, these assumptions are inherently subject to important risks, uncertainties, contingencies and other factors, known and unknown, which are difficult or impossible to predict and are beyond its control. These 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.

Information to distributors

Solely for the purposes of the product governance requirements contained in: (a) Directive 2014/65/EU of the European Parliament and of the Council on markets in financial instruments and amending Directive 2002/92/EC and Directive 2011/61/EU (as amended, “MiFID II”); (b) Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593 supplementing MiFID II; and (c) local implementing measures (together, the “MiFID II Product Governance Requirements”), and disclaiming all liability, whether in tort, contract or otherwise, that any “manufacturer” (for the purposes of MiFID II Product Governance Requirements) may otherwise have in this respect, the shares of the Company have been subject to a product approval process. In accordance with the aforementioned product approval process, the shares of the Company are: (i) compatible with an ultimate target market of retail investors and investors meeting the criteria of professional clients and eligible counterparties, each as defined in MiFID II; and (ii) eligible for distribution through all distribution channels authorized by MiFID II (the “Target Market Assessment”). Notwithstanding the Target Market Assessment, distributors should note that: the price of the shares of the Company may fall and investors may lose all or part of their investment; the shares of the Company offer no guarantee of income and no capital protection; and an investment in the shares of the Company is only suitable for investors who do not require guaranteed income or capital protection, who (alone or in conjunction with an appropriate financial or other adviser ) are able to assess the merits and risks of such an investment and have sufficient resources to bear any resulting losses. The Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in connection with the Offer.

For avoidance of doubt, the target market assessment does not constitute: (a) an assessment of suitability or adequacy for the purposes of MiFID II; or (b) a recommendation to any investor or group of investors to invest in, purchase or take any other action with respect to shares of the Company.

Each distributor is responsible for undertaking its own assessment of the target market with respect to the Company’s stock and determining the appropriate distribution channels.

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