2017-06-05 15:00:34 CEST

2017-06-05 15:00:34 CEST


REGULATED INFORMATION

English Finnish
Silmäasema Oyj - Inside information

Silmäasema Oyj's public offering has been oversubscribed and the subscription period discontinued



Stock Exchange Release 5 June 2017, at 4 p.m.

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO
THE  UNITED STATES,  CANADA, AUSTRALIA,  HONG KONG,  SOUTH AFRICA,  SINGAPORE OR
JAPAN  OR ANY OTHER JURISDICTION  IN WHICH THE DISTRIBUTION  OR RELEASE WOULD BE
UNLAWFUL.

Silmäasema  Oyj's ("Silmäasema"  or the  "Company") public  offering (as defined
below)  has been  oversubscribed multiple  times. The  Board of Directors of the
Company  and Intera Fund II  Ky ("Intera"), acting on  behalf of the sellers (as
defined  below), have by joint decision  decided to discontinue the subscription
period  for the public offering  in accordance with the  terms and conditions of
the  offering (as defined below) today,  5 June 2017 at 4 p.m. The institutional
offering  (as  defined  below)  and  the  personnel  offering (as defined below)
continues  in  accordance  with  the  terms  and  conditions of the offering (as
defined below).

The initial public offering comprises the Share Issue and Share Sale (as defined
below,  and together the "Offering"). In the share issue, the Company offers new
shares  of the Company (the "New  Shares") for subscription (the "Share Issue").
In addition, Intera Fund II Ky, a fund administered by Intera Equity Partners II
Oy and certain other existing shareholders of the Company (together with Intera,
the  "Sellers")  offer  existing  shares  in  the Company (the "Sale Shares" and
together  with  the  New  Shares,  the  "Offer Shares") for purchase (the "Share
Sale").  The  Offer  Shares  are  offered  for subscription by (i) institutional
investors  in Finland  and internationally  (the "Institutional Offering"), (ii)
private  individuals  and  corporations  in  Finland (the "Public Offering") and
(iii)  Members of the Board  of Directors of Silmäasema  and to all employees of
Silmäasema  in a direct employment  until the end of  the subscription period 6
June  2017, independent ophthalmologists, entrepreneur opticians and franchisees
(the "Personnel Offering").

The  Board  of  Directors  of  the  Company  and Intera, acting on behalf of the
Sellers,  will decide on  the acceptance of  subscriptions made in the Offering,
the  final subscription price and the number  of Offer Shares on or about 8 June
2017 and  the final  result of  the Offering  will be  published through a stock
exchange release immediately after decisions.

The  discontinuation of the subscription period for the public offering does not
otherwise  affect the Offering timetable. The  Offer Shares issued in the Public
Offering  and the Personnel Offering are  recorded in the book-entry accounts of
investors who have made an accepted commitment on or about the first banking day
after  the pricing  takes place,  on or  about 9 June 2017. In the Institutional
Offering,  the Offer Shares will be ready  to be delivered against payment on or
about 13 June 2017 through Euroclear Finland Ltd.

The  trading of Silmäasema's shares  is expected to commence  on the pre-list of
the  Helsinki Stock Exchange on or about 9 June 2017 and on the official list of
the  Helsinki Stock Exchange on or about 13 June 2017. The share trading code is
"SILMA" and the ISIN code of the shares is FI4000243399.

Nordea  Bank  AB  (publ),  Finnish  branch  acts  as  the Global Coordinator and
Bookrunner  in the IPO and  OP Corporate Bank plc  acts as the Bookrunner in the
IPO. Roschier, Attorneys Ltd. acts as the legal advisor to the Company. Borenius
Attorneys Ltd acts as the legal advisor to the Joint Bookrunners.

Additional information

Pasi Kohmo, CEO, Silmäasema, +358 50 331 7015, pasi.kohmo@silmaasema.fi

Kati    Räihä,    Director,    Marketing    and    Communications,   Silmäasema,
+358 50 416 6764, kati.raiha@silmaasema.fi

Juha   Saarinen,   Chairman   of   the   Board,  Silmäasema,  +358 40 513 9573,
juha.saarinen@silmaasema.fi

Silmäasema in brief

Silmäasema  is a  Finnish company,  which offers  all products  and services for
optical  retail and eye healthcare  nationwide. Silmäasema's management views it
to  be the largest  private eye clinic  provider offering eye  surgeries and the
second  largest optical  retail chain,  according to  the Finnish Association of
vision  and eyecare NÄE ry, with  25.3 percent market share. Silmäasema's target
is  to the  market leader  in optical  retail and  eye healthcare related clinic
operations, including cataract and refractive surgeries.

The Silmäasema chain has in total 148 optical retail stores in Finland; of which
125 are own stores and 23 entrepreneur driven stores, as well as 13 eye clinics.
In  addition,  Silmäasema  has  eight  optical  retail  stores  in  Estonia. The
Silmäasema  chain employs close to 1,000 eye healthcare professionals. In 2016,
the  Silmäasema  chain  conducted  around  210,000 optician's  eye examinations,
190,000 ophthalmologists'  appointments and over  15,000 cataract and refractive
surgeries.  Silmäasema's Group  net sales  were 101.3 million  euros in 2016 and
adjusted EBITDA was 12.0 million euros.

DISCLAIMER

The  information  contained  herein  is  not  for  publication  or distribution,
directly  or indirectly, in  or into the  United States, Canada, Australia, Hong
Kong, South Africa, Singapore or Japan.

These written materials do not constitute an offer of securities for sale in the
United  States, nor may the  securities be offered or  sold in the United States
absent  registration or an  exemption from registration  as provided in the U.S.
Securities  Act of 1933, as  amended, and the  rules and regulations thereunder.
Silmäasema  Oyj (the "Company") does  not intend to register  any portion of the
offering  in the United States or to  conduct a public offering of securities in
the United States.

The issue, exercise and/or sale of securities in the initial public offering are
subject  to specific legal or  regulatory restrictions in certain jurisdictions.
Neither  the Company,  Nordea Bank  AB (publ),  Finnish Branch ("Nordea") nor OP
Corporate  Bank plc  ("OP") assume  any responsibility  in the  event there is a
violation by any person of such restrictions.

Nordea  and OP  are acting  exclusively for  the Company  and for no-one else in
connection  with any  transaction mentioned  in this  announcement and  will not
regard  any other person (whether or not  a recipient of this announcement) as a
client  in relation to any  such transaction and will  not be responsible to any
other  person  for  providing  the  protections  afforded to its clients, or for
advising  any such person on the contents  of this announcement or in connection
with  any transaction  referred to  in this  announcement. The  contents of this
announcement  have not been verified  by Nordea or OP  and neither Nordea nor OP
accept liability for this information included in this announcement.

The  information contained herein shall  not constitute an offer  to sell or the
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 or offering circular distributed by the Company.

The  Company has  not authorized  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 and 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 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.

These written materials do not constitute an offer of the securities referred to
herein  to the public in  the United Kingdom. No  prospectus has been or will be
approved  in the United Kingdom in respect of the securities referred to herein.
This  communication is directed only  at (i) persons who  are outside the United
Kingdom  or (ii) persons who have professional experience in matters relating to
investments  falling within Article 19(5) of  the Financial Services and Markets
Act 2000 (Financial Promotion) Order 2005 (the "Order") and (iii) high net worth
entities,  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 communication
relates  will  only  be  available  to  and  will only be engaged with, relevant
persons.  Any person who is not a relevant person should not act or rely on this
document or any of its contents.


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