2015-03-26 13:45:00 CET

2015-03-26 13:45:27 CET


REGULATED INFORMATION

English
Asiakastieto Group Oyj - Company Announcement

Asiakastieto Group Oyj: Asiakastieto's share sale concluded successfully - final sale price set at EUR 14.75 per share


ASIAKASTIETO GROUP PLC     STOCK EXCHANGE RELEASE 26 MARCH 2015, 2.45 p.m. EET

Not  for  publication  or  distribution,  directly  or  indirectly,  in  or into
Australia,  Canada, the Hong Kong special  administrative region of the People's
Republic  of China,  Japan, New  Zealand, South  Africa, Singapore or the United
States,  or any other jurisdiction in which the distribution or release would be
unlawful.



Asiakastieto's  share sale concluded successfully -  final sale price set at EUR
14.75 per share

Asiakastieto Group Plc's ("Asiakastieto" or the "Company") sole shareholder, AKT
Holdings  S.à r.l.  (the "Selling  Shareholder"), has  decided that  the maximum
number  of shares preliminarily offered  for purchase will be  sold in the share
sale.  The Selling  Shareholder will  sell 11,500,000 shares  (the "Share Sale")
representing  approximately 76.7 per cent  of the total  number of the Company's
shares  outstanding before the Personnel Offering  (as defined below). The final
sale  price has been set at EUR 14.75 per share in the Share Sale, corresponding
to a market capitalization of Asiakastieto of approximately EUR 223 million.

The  demand in the Share Sale was strong in Finland and internationally, and the
Share Sale was oversubscribed several times. The Selling Shareholder has decided
that  10,456,409 shares will be  sold to institutional  investors in Finland and
internationally  (the "Institutional Share Sale") and that 1,043,591 shares will
be  sold  to  private  individuals  and  entities  in Finland (the "Public Share
Sale"). The commitments given in accordance with the Terms and Conditions of the
Public Share Sale will be accepted in full.

In  addition,  Asiakastieto  will  issue  102,178 new  shares  to  the Company's
personnel  in Finland (the  "Personnel Offering"). The  final subscription price
for  the shares to be issued in the Personnel Offering is 10 per cent lower than
the  final  sale  price  in  the  Share  Sale,  i.e.  EUR  13.275 per share. The
commitments  given  in  the  Personnel  Offering  will  be accepted in full. The
Company's  Board of Directors  will approve paid  subscriptions on or around 16
April 2015.

The  Selling Shareholder will  receive gross proceeds  of approximately EUR 170
million  from the Share  Sale assuming no  exercise of the Over-allotment Option
(as defined below). The Company will receive gross proceeds of approximately EUR
1.4 million  from  the  Personnel  Offering.  After  the  shares  offered in the
Personnel  Offering have  been issued,  the number  of the Company's shares will
rise to 15,102,178.

Following  completion of the Share Sale and  the Personnel Offering and prior to
any  potential exercise  of the  Over-Allotment Option  (as defined  below), the
Selling   Shareholder   will  continue  to  own  3,500,000 shares,  representing
approximately  23.2 per  cent  of  the  total  number  of  the  Company's shares
outstanding,  and the members of the Company's executive management will, in the
Personnel Offering, have subscribed for and will own 83,957 shares, representing
approximately  0.6 per  cent  of  the  total  number  of  the  Company's  shares
outstanding.  If the  Over-Allotment Option  is exercised  in full,  the Selling
Shareholder will own 1,775,000 shares, representing approximately 11.8 per cent,
of the total number of the Company's shares outstanding.

Shares  issued in the Public Share Sale  are recorded in the book-entry accounts
of investors who have made an approved commitment on the first banking day after
the  pricing takes place, on 27 March 2015. In the Institutional Share Sale, the
shares will be ready to be delivered against payment on or around 31 March 2015
through  Euroclear. Shares issued in the  Personnel Offering are recorded in the
book-entry  accounts of subscribers who have made an approved subscription on or
around 17 April 2015.

Participants  in the Public Share  Sale will be sent  a confirmation of accepted
subscriptions  on or about 31 March 2015. Any excess payments made in connection
with the purchase commitments will be returned to investors on or around 2 April
2015. If  the investor's bank account is in a different financial institution to
the  subscription place, the refund will be  paid into a Finnish bank account in
accordance  with the payment schedule of the financial institutions, on or about
two banking days later.

The  trading of Asiakastieto shares is expected to commence on the pre-list list
of  NASDAQ OMX  Helsinki Ltd  ("Helsinki Stock  Exchange") on or around 27 March
2015 and on the official list on or around 31 March 2015.

The  Selling Shareholder has  granted Danske Bank  A/S, Helsinki Branch ("Danske
Bank")  and  Pohjola  Bank  plc  ("Pohjola")  (together the "Managers") an over-
allotment  option exercisable within 30 days from the commencement of trading of
the Shares on the Helsinki Stock Exchange, i.e. on or about the time period from
27 March  2015 to 25 April 2015, to purchase for or to procure purchasers for up
to 1,725,000 additional shares in the Company solely to cover over-allotments in
the Share Sale, if any (the "Over-Allotment Option").

After  the Share Sale, Danske Bank may,  within 30 days from the commencement of
the  trading of the  shares on the  Helsinki Stock Exchange,  engage in measures
that  stabilise,  maintain  or  otherwise  affect  the  price of the shares. Any
stabilization  measures  will  be  conducted  in  accordance  with  the European
Commission  Regulation (EC) No 2273/2003 implementing Directive 2003/6/EC of the
European  Parliament  and  of  the  Council  as  regards  exemptions for buyback
programs  and  stabilization  of  financial  instruments. Danske Bank expects to
enter into a share lending agreement with the Selling Shareholder related to the
Over-Allotment Option and stabilisation.

Danske  Bank is acting as Sole Bookrunner, Pohjola as Senior Co-Lead Manager and
N  M Rothschild & Sons Limited is acting as financial advisor to the Company and
the Selling Shareholder in the initial public offering.

In  connection  with  the  completion  of  the listing, Anni Ronkainen will join
Asiakastieto's  Board of Directors  and Jukka Ruuska  and Mikko Parjanne will no
longer  serve  as  Board  members.  After  the  listing, Asiakastieto's Board of
Directors will consist of Daniel Lopez-Cruz (Chairman), Petri Carpén, Bo Harald,
Gilbert Kamieniecky and Anni Ronkainen.



Further enquiries

Jukka Ruuska, CEO, Asiakastieto Group Plc, Tel. +358 10 270 7111

Disclaimer

The  information  contained  herein  is  not  for  publication  or distribution,
directly  or indirectly,  in or  into Australia,  Canada, the  Hong Kong special
administrative  region of  the People's  Republic of  China, Japan, New Zealand,
South  Africa, Singapore or  the United States.  The issue, exercise  or sale of
securities  in  the  offering  are  subject  to  specific  legal  or  regulatory
restrictions  in certain jurisdictions. The Company assumes no responsibility in
the event of a violation by any person of such restrictions.

This is not a prospectus but an advertisement and investors should not subscribe
for  or purchase  any securities  or make  any investment  decisions referred to
herein,  except on the  basis of information  contained in the  prospectus to be
issued  by the Company. Subject to  certain restrictions, the prospectus will be
published and made available on the Company's website.

The  information contained  herein shall  not constitute  an offer  to sell or a
solicitation  of an offer to buy, nor shall  there be any sale of the securities
referred to herein in any jurisdiction in which such offer, solicitation or sale
would  be  unlawful  prior  to  registration,  exemption  from  registration  or
qualification under the securities laws of any such jurisdiction. Investors must
neither accept any offer for, nor acquire, any securities to which this document
refers,  unless they  do so  on the  basis of  the information  contained in the
applicable prospectus published by the Company.

These written materials do not constitute an offer for sale of securities in the
United  States, nor may the  securities 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,  and  the  rules  and  regulations  thereunder.  The
securities  will not  be registered  under the  U.S. Securities  Act of 1933, as
amended,  and there will be  no public offering of  the securities in the United
States.

The  Company has  not authorised  any offer  to the  public of securities in any
member  state of the European Economic Area  other than Finland. With respect to
each  member state of  the European Economic  Area other than  Finland which has
implemented  the  Prospectus  Directive  (each,  a  "Relevant Member State"), no
action  has been undertaken or will be undertaken to make an offer to the public
of  securities  requiring  publication  of  a  prospectus in any Relevant Member
State. As a result, the securities may only be offered in Relevant Member States
(a)  to  any  legal  entity  which  is  a  qualified  investor as defined in the
Prospectus  Directive; or (b) in any  other circumstances falling within Article
3(2) of  the  Prospectus  Directive.  For  the  purposes  of this paragraph, the
expression "an offer of securities to the public" means the communication in any
form  and by any means  of sufficient information on  the terms of the offer and
the  securities to be offered so as to enable an investor to decide to exercise,
purchase  or subscribe  for the  securities, as  the same  may be  varied by any
measure implementing the Prospectus Directive in that Relevant Member State, and
the expression "Prospectus Directive" means Directive 2003/71/EC (and amendments
thereto,  including the 2010 PD Amending Directive, to the extent implemented in
the  Relevant Member State),  and includes any  relevant implementing measure in
the  Relevant Member State and the expression "2010 PD Amending Directive" means
Directive 2010/73/EU.

The  information  contained  herein  shall  not  constitute a public offering of
shares  in the United Kingdom. This document is only being distributed to and is
only  directed at  (i) persons  who are  outside the  United Kingdom  or (ii) to
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) of  the  Order  (all such persons
together  being referred to  as "relevant persons").  Any investment activity to
which  this document relates will  be only available to,  and will be engaged in
only  with, relevant persons. Any person who is not a relevant person should not
act or rely on this announcement or any of its contents.

FCA/ICMA Stabilization

This   document   includes  "forward-looking  statements"  that  involve  risks,
uncertainties  and other  factors, many  of which  are outside  of the Company's
control  and could  cause actual  results to  differ materially from the results
discussed  in the forward-looking statements. Forward-looking statements include
statements  concerning the Company's dividend  policy, financial targets, plans,
objectives,  goals, future events, performance  and/or other information that is
not  historical information.  The Company  undertakes no  obligation to publicly
update  or  revise  forward-looking  statements  to reflect subsequent events or
circumstances after the date made, except as required by law.

Danske  Bank A/S,  Helsinki Branch,  Pohjola Bank  plc (the  "Managers") and N M
Rothschild  & Sons Limited ("Rothschild") are acting exclusively for the Company
and  the selling shareholder and no one else in connection with the contemplated
IPO  and  will  not  be  responsible  to  any  other  person  for  providing the
protections  afforded to clients of the  Managers or Rothschild or for providing
advice  in relation to the  IPO or any other  transaction, matter or arrangement
referred to in this document.

In  connection  with  the  contemplated  IPO,  the  Managers  and  any  of their
affiliates,  acting as  investors for  their own  accounts, may subscribe for or
purchase  securities and in  that capacity may  retain, purchase, sell, offer to
sell  or otherwise deal for their own  accounts in such securities and any other
securities  of  the  Company  or  related  investments  in  connection  with the
contemplated  IPO or otherwise. Accordingly,  references to the securities being
issued,  offered, subscribed, acquired,  placed or otherwise  dealt in should be
read  as including any issue or  offer to, or subscription, acquisition, placing
or  dealing by, the  Managers and any  of their respective  affiliates acting as
investors  for their own  accounts. The Managers  do not intend  to disclose the
extent  of any such investment or transactions otherwise than in accordance with
any legal or regulatory obligations to do so.

None  of  the  Managers,  Rothschild  nor  any  of  their  respective directors,
officers,  employees, affiliates, advisers or agents accepts any responsibility,
duty  or  liability  whatsoever  for  or  makes  any representation or warranty,
express or implied, as to the truth, accuracy or completeness of the information
in this document (or whether any information has been omitted from the document)
or any other information relating to the Company, its shareholders, subsidiaries
or  associated companies,  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 document or its  contents or otherwise arising in
connection therewith.



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