SRV Yhtiöt Oyj - Other information disclosed according to the rules of the Exchange

New shares and special rights of SRV Group Plc registered with the trade register

SRV GROUP PLC    STOCK EXCHANGE RELEASE     28 JUNE 2022 AT 9.00 EEST
New shares and special rights of SRV Group Plc registered with the trade
register
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR TO
THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH
THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.
As previously announced, SRV Group Plc (“SRV”) has completed its rights issue
(the “Offering”). SRV announced the final results of the Offering on 27 June
2022.
A total of 348,056,400 offer shares (the “Offer Shares”) subscribed for in the
Offering have been registered with the Trade Register maintained by the Finnish
Patent and Registration Office today on 28 June 2022.
The Offer Shares confer the same rights as SRV's other shares, after being
delivered on the investor's book-entry account, on or about 29 June 2022.
Trading in the Offer Shares is expected to commence on the official list of
Nasdaq Helsinki Ltd or about 29 June 2022, provided that Nasdaq Helsinki Ltd
accepts SRV's listing application.
As previously announced, SRV has completed a directed share issue of new shares
(“Directed Offer Shares”) to the holders of its capital notes (the “Directed
Offering”). SRV announced the results of the Directed Offering by way of a stock
exchange release on 27 June 2022.
A total of 68,220,000 Directed Offer Shares subscribed for in the Directed
Offering have been registered with the Trade Register maintained by the Finnish
Patent and Registration Office today on 28 June 2022.
The Directed Offer Shares confer the same rights as SRV's other shares, after
being delivered on the investor's book-entry account, on or about 29 June 2022.
Trading in the Offer Shares is expected to commence on the official list of
Nasdaq Helsinki Ltd or about 30 June 2022, provided that Nasdaq Helsinki Ltd
accepts SRV's listing application.
Following the registration of the Offer Shares and Directed Offer Shares, the
total number of outstanding shares in SRV is 679,293,741, of which 1,975,041
shares are held by SRV.
SRV has previously announced the conversion of SRV's two unsecured fixed-rate
notes, the EUR 100 million unsecured fixed-rate notes (ISIN FI4000198122) (“EUR
100 million Notes”) and the EUR 75 million unsecured fixed-rate notes (ISIN
FI4000315395) (“EUR 75 million Notes”) (EUR 100 million Notes and EUR 75 million
Notes jointly the “Notes”) into hybrid convertible bonds in written procedure
which ended on 23 May 2022.
A total of 570,221,570 special rights, as referred to in the Finnish Companies
Act, have been registered with the Trade Register maintained by the Finnish
Patent and Registration Office today on 28 June 2022. Special rights provide a
right to convert the Notes to 570,221,570 SRV's shares in accordance with the
terms of the Notes.
Additional Information:
Anu Tuomola, SVP, General Counsel, tel. +358 50 414 3280, anu.tuomola@srv.fi
Distribution:
Nasdaq Helsinki
Media
www.srv.fi
You can also find us on the social media:
Facebook (https://www.facebook.com/srv.fi)
LinkedIn (https://www.linkedin.com/company/srv)
Twitter (https://twitter.com/SRVYhtiot)
Instagram (https://instagram.com/srvfinland/)
SRV in brief
SRV is a Finnish developer and innovator in the construction industry. We are
building a more sustainable and responsible urban environment that fosters
economic value and takes into consideration the wellbeing of both the
environment and people. We call this approach lifecycle wisdom. Our genuine
engagement and enthusiasm for our work comes across in every encounter - and
listening is one of our most important ways of working. We believe that the only
way to change the world is through discussion.
Our company, established in 1987, is listed on the Helsinki Stock Exchange. We
operate in growth centres in both Finland and Russia. In 2021, our revenue
totalled EUR 932.6 million. In addition to about 1,000 SRV employees, we have a
network of around 3,600 partners.
SRV - Building for life
IMPORTANT NOTICE
This release is not an offer for sale of securities in the United States.
Securities may not be sold in the United States absent registration with the
United States Securities and Exchange Commission or an exemption from
registration under the U.S. Securities Act of 1933, as amended. SRV does not
intend to register any part of the Offering of the subsequent rights issue in
the United States or to conduct a public offering of securities in the United
States.

The distribution of this release may be restricted by law and persons into whose
possession any document or other information referred to herein comes should
inform themselves about and observe any such restrictions. The information
contained herein is not for publication or distribution, directly or indirectly,
in or into Australia, Canada, Japan or the United States. Any failure to comply
with these restrictions may constitute a violation of the securities laws of any
such jurisdiction. This release is not directed to, and is not intended for
distribution to or use by, any person or entity that is a citizen or resident or
located in any locality, state, country or other jurisdiction where such
distribution, publication, availability or use would be contrary to law or
regulation or which would require any registration or licensing within such
jurisdiction.

In any EEA Member State, other than Finland, and in the United Kingdom, this
release is only addressed to and is only directed at qualified investors in that
Member State or in the United Kingdom within the meaning of Regulation (EU)
2017/1129 (the “Prospectus Regulation“), which forms part of domestic law in the
United Kingdom by virtue of the European Union (Withdrawal) Act 2018.

This release is only being distributed to and is only directed at (i) persons
who are outside the United Kingdom or (ii) investment professionals falling
within Article 19(5) of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005 (the “Order“) or (iii) high net worth companies, and other
persons to whom it may lawfully be communicated, falling within Article 49(2)(a)
to (d) of the Order (all such persons together being referred to as “relevant
persons“). Any securities mentioned herein are only available to, and any
invitation, offer or agreement to subscribe, purchase or otherwise acquire such
securities will be engaged in only with, relevant persons. Any person who is not
a relevant person should not act or rely on this release or any of its contents.

This release does not constitute a prospectus as defined in the Prospectus
Regulation and as such, does not constitute or form part of and should not be
construed as, an offer to sell, or the solicitation or invitation of any offer
to buy, acquire or subscribe for, any securities or an inducement to enter into
investment activity.

Full terms, conditions and instructions for the Offering are included in the
prospectus that has been pre-pared by SRV in connection with the Offering. The
Finnish-language prospectus is available on SRV's website at
www.srv.fi/merkintaoikeusanti/.

Full terms, conditions and instructions for the Directed Offering are included
in the terms and conditions of the Directed Offering that were prepared by SRV
in connection with the Directed Offering. The terms and conditions of the
Directed Offering are available on SRV's website at www.srv.fi/en/investors/srv
-as-an-investment/directed-share-issue/.

An investor is advised to read the prospectus before making an investment
decision to fully understand the risks and rewards associated with the
investment. The approval by the Finnish Financial Supervisory Authority of the
prospectus shall not be considered as an endorsement of the securities offered.

No part of this release, nor the fact of its distribution, should form the basis
of, or be relied on in connection with, any contract or commitment or investment
decision whatsoever. The information contained in this release has not been
independently verified. No representation, warranty or undertaking, expressed or
implied, is made as to, and no reliance should be placed on, the fairness,
accuracy, completeness or correctness of the information or the opinions
contained herein. SRV or any of its respective affiliates, advisors or
representatives or any other person, shall have no liability whatsoever (in
negligence or otherwise) for any loss however arising from any use of this
release or its contents or otherwise arising in connection with this release.
Each person must rely on their own examination and analysis of SRV, its
subsidiaries, its securities and the transactions, including the merits and
risks involved.

Danske Bank A/S, Finland Branch (the" Sole Global Coordinator") and Pareto
Securities AB ("Pareto") act exclusively for SRV and no one else in connection
with the Offering. The Sole Global Coordinator and Pareto do not regard any
other person as a respective client in relation to the arrangement. The Sole
Global Coordinator and Pareto will not be responsible to anyone other than SRV
for providing the protections afforded to their respective clients nor for
giving advice in relation to the arrangement or any transaction or arrangement
referred to herein.

This release includes “forward-looking statements.” These statements may not be
based on historical facts, but are statements about future expectations. When
used in this release, the words “aims,” “anticipates,” “assumes,” “believes,”
“could,” “estimates,” “expects,” “intends,” “may,” “plans,” “should,” “will,”
“would” and similar expressions as they relate to SRV and the transactions
identify certain of these forward-looking statements. Other forward-looking
statements can be identified in the context in which the statements are made.
These forward-looking statements are based on present plans, estimates,
projections and expectations and are not guarantees of future performance. They
are based on certain expectations, which, even though they seem to be reasonable
at present, may turn out to be incorrect. Such forward-looking statements are
based on assumptions and are subject to various risks and uncertainties. Readers
should not rely on these forward-looking statements. Numerous factors may cause
the actual results of operations or financial condition of SRV to differ
materially from those expressed or implied in the forward-looking statements.
SRV or any of its affiliates, advisors or representatives or any other person
undertakes no obligation to review or confirm or to release publicly any
revisions to any forward-looking statements to reflect events that occur or
circumstances that arise after the date of this release.