2015-06-24 15:30:20 CEST

2015-06-24 15:30:53 CEST


REGULATED INFORMATION

English
Kotipizza Group Oyj - Company Announcement

Kotipizza Group Oyj :KOTIPIZZA GROUP OYJ'S PROSPECTUS SUPPLEMENTED - SUBSCRIPTION PRICE AMENDED, NUMBER OF SHARES OFFERED IN THE INITIAL PUBLIC OFFERING INCREASED AND SUBSCRIPTION PERIOD EXTENDED


Kotipizza Group Oyj
Stock Exchange Release 24 June 2015 at 16.29 (EET)
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE
OR IN PART, IN OR INTO AUSTRALIA, CANADA, HONG KONG, JAPAN, SINGAPORE, SOUTH
AFRICA AND, THE UNITED STATES OR TO ANY OTHER JURISDICTION WHERE TO DO SO WOULD
BE UNLAWFUL.
KOTIPIZZA GROUP OYJ'S PROSPECTUS SUPPLEMENTED - SUBSCRIPTION PRICE AMENDED,
NUMBER OF SHARES OFFERED IN THE INITIAL PUBLIC OFFERING INCREASED AND
SUBSCRIPTION PERIOD EXTENDED
The Board of Directors of Kotipizza Group Oyj (the "Company" or "Kotipizza
Group") has, on 24 June 2015 resolved to amend the terms and conditions of its
initial public offering ("Initial Public Offering") published on 4 June 2015 as
set out below:
  * The subscription price for the shares offered in the Initial Public Offering
    is amended to EUR 5.00 per share.
  * The maximum number of shares offered in the Initial Public Offering is
    increased to 5,492,000 shares. In addition, to cover possible over-
    allotments, the Company gives the Lead Manager the right to subscribe for a
    maximum of 222,222 additional Shares (the "Over-allotment Option").
  * In the Initial Public Offering, the subscription period for the
    institutional offering and public offering is extended until 1 July 2015 at
    16.30 EET.

The Company has drawn up a supplement to the Finnish language prospectus dated
4 June 2015 regarding the amendments to the terms and conditions of the Initial
Public Offering and other related information in the Finnish language
prospectus. The Finnish Financial Supervisory Authority has, on 24 June 2015,
approved the supplement to the Finnish language prospectus. The Finnish language
supplement is attached in full to the Finnish language version of this stock
exchange release.
Following publication of the supplement to the Finnish language prospectus,
investors subscribing for shares in the public offering must pay, when placing
the subscription, the subscription price of EUR 5.00 per share.
The amount of subscriptions in the Inital Public Offering of Kotipizza Group is
approaching the amount required for the completion of the Initial Public
Offering. The Company believes that the substantial decrease in the subscription
price and extension of the subscription period encourages investors who are
still considering their subscription. If the Initial Public Offering is executed
up to the new maximum amount of shares, the new investors will have
approximately 44.5 per cent of the Company's shares after the Initial Public
Offering.
Additional information on the Initial Public Offering is available in the
Finnish language prospectus published by Kotipizza Group on 4 June 2015 and in
the Finnish language supplement to the Finnish language prospectus published on
24 June 2015 which are available at ipo.kotipizzagroup.com and
www.op.fi/merkinta.
Revised timetable
 Subscription period ends:                           1 July 2015 at 16.30 (EET)

 Result of the Initial Public Offering announced:                   2 July 2015

 Due date of payment for shares in the institutional 6 July 2015 at 10.00 (EET)
 offering:

 Shares registered with the Finnish Trade Register                  7 July 2015
 (estimate):

 Shares registered in the investors' book-entry                     7 July 2015
 accounts and trading in the shares on the main list
 of Helsinki Stock Exchange commences (estimate)

Cancellation right
Subscription commitments submitted by investors prior to the publication of the
Finnish language prospectus supplement have a right to cancel their subscription
commitments within two (2) banking days after the Finnish language prospectus
supplement was published, i.e. on 26.6.2015 at 16.30 (EET) at the latest.
Cancellation of the subscription commitment shall be notified in writing at the
subscription place, where the subscription commitment was submitted. The
cancellation of the subscription commitment cannot, however, be applied through
OP Financial Group's internet service, but at another subscription place. Any
cancellation covers the subscription commitment in full. If a subscription
commitment is cancelled, the subscription place returns the paid subscription
reservation payment to the bank account specified in the subscription
commitment. The funds are returned as soon as possible after the cancellation,
approximately within three (3) banking days after applying for cancellation at
the subscription place. If the bank account is in another financial institution
than the subscription place, the refund is paid to a Finnish bank account in
accordance with the payment schedule of the financial institutions,
approximately two (2) banking days later. No interest will be paid on such
refunds.
Kotipizza Group Oyj
Johan Wentzel, the Chairman of the Board of Directors
Tommi Tervanen, CEO

More information:

Tommi Tervanen, CEO
tel. +358 207 716 743

Timo Pirskanen, CFO
tel. +358 207 716 747

Antti Isokangas, CCO
tel. +358 207 716 716



Kotipizza Group in brief
Kotipizza is a Finnish pizza chain, which was founded in 1987. At the end of
2014, the number of restaurants stood at 261 restaurants. In 2014, the sales of
Kotipizza restaurants were EUR 70.5 million. Kotipizza Group net sales were EUR
52.2 million for the financial year 2014 with an EBITDA of EUR 4.3 million
respectively.
The main owners of Kotipizza Group are the funds managed by Sentica Partners Oy
(approx. 90%) and the Company's key personnel (approx. 10%).
IMPORTANT DISCLAIMER
This announcement should not be construed as a prospectus or offering document
and does not constitute or form part of an offer, invitation or solicitation of
any offer, to subscribe for or purchase any securities in any jurisdiction.
Investors should not subscribe for or purchase any shares in Kotipizza Group Oyj
(the "Company") on the basis of or in reliance on the information in this
announcement. The information contained in this announcement is for background
purposes only and does not purport to be full or complete. No reliance may or
should be placed by any person for any purposes whatsoever on the information
contained in this announcement or on its completeness, accuracy or fairness. The
information in this announcement is subject to change. No obligation is
undertaken to update this announcement or to correct any inaccuracies, and the
distribution of this announcement shall not be deemed to be any form of
commitment on the part of the Company to proceed with the IPO or any transaction
or arrangement referred to herein. This announcement has not been approved by
any competent regulatory authority.
This announcement is not an offer to sell or a solicitation of any offer to buy
any securities issued by the Company in any jurisdiction where such offer or
sale would be unlawful. This announcement is not for publication, distribution
or release, directly or indirectly, in or into the United States, Australia,
Canada, Hong Kong, Japan, Singapore, or South Africa or to any other
jurisdiction where such announcement or publication would be unlawful. The
distribution of this announcement may be restricted by law in certain
jurisdictions and persons into whose possession any document or other
information referred to herein comes should inform themselves about and observe
any such restriction. Any failure to comply with these restrictions may
constitute a violation of the securities laws of any such jurisdiction.
Any securities referred to herein have not been and will not be registered under
the U.S. Securities Act of 1933, as amended (the "Securities Act"), and may not
be offered or sold in the United States absent registration or an exemption from
registration under the Securities Act. There is no intention to register any
securities referred to herein in the United States or to make an offering of the
securities in the United States. Copies of this announcement are not being, and
should not be, distributed in or sent into the United States.
In the United Kingdom, this announcement and any other materials in relation to
the securities described herein is only being distributed to, and is only
directed at, and any investment or investment activity to which this document
relates is available only to, and will be engaged in only with, "qualified
investors" (as defined in section 86(7) of the Financial Services and Markets
Act 2000) and who are (i) 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 (the "Order"); or (ii) high net worth entities
falling within Article 49(2)(a) to (d) of the Order (all such persons together
being referred to as "relevant persons"). Persons who are not relevant persons
should not take any action on the basis of this document and should not act or
rely on it.
This announcement and the offer when made are only addressed to and directed, in
member states of the European Economic Area which have implemented the
Prospectus Directive (each a "relevant member state"), other than Finland, at
persons who are "qualified investors" within the meaning of Article 2(1)(e) of
the Prospectus Directive (Directive 2003/71/EC) and pursuant to the relevant
implementing rules and regulations adopted by each relevant member state
("Qualified Investors"). Each person in the European Economic Area, other than
Finland, who initially acquires securities or to whom any offer of securities
may be made will be deemed to have represented, acknowledged and agreed that it
is a Qualified Investor.
None of the Company or any of their respective subsidiary undertakings,
affiliates or any of their respective directors, officers, employees, advisers,
agents or any other person accepts any responsibility or liability whatsoever
for, or makes any representation or warranty, express or implied, as to the
truth, accuracy, completeness or fairness of the information or opinions in this
announcement (or whether any information has been omitted from the announcement)
or any other information relating to the Company or its subsidiaries, whether
written, oral or in a visual or electronic form, and howsoever transmitted or
made available or for any loss howsoever arising from any use of this
announcement or its contents or otherwise arising in connection therewith.
This announcement contains certain forward-looking statements. These forward-
looking statements involve risks and uncertainties that could significantly
affect expected results and are based on certain key assumptions. Many factors
could cause actual results to differ materially from those projected or implied
in any forward-looking statements. Due to these uncertainties and risks, readers
are cautioned not to place undue reliance on such forward-looking statements,
which speak only as of the date of this announcement. The Company disclaims any
obligation to update any forward-looking statements contained in this
announcement, except as required pursuant to applicable law.



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