Consti Yhtiöt Oyj - Company Announcement

Consti Group Plc: Consti's share sale concluded successfully - the final sale price set at EUR 9.50 per share

CONSTI GROUP PLC STOCK EXCHANGE RELEASE, Helsinki, Finland, 10 DECEMBER 2015, at
3.00 p.m.

NOT FOR PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE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

Consti's share sale concluded successfully - the final sale price set at EUR
9.50 per share

Consti Group Plc's ("Consti" or the "Company") shareholder, Intera Fund I Ky
(the "Institutional Seller") and certain other shareholders of the Company
(Institutional Seller and certain other shareholders, together the "Sellers"),
have decided that the maximum number of shares preliminarily offered for
purchase will be sold in the share sale. The Sellers will sell 4,000,000
existing shares in the Company (the "Sale Shares") (the "Share Sale")
representing approximately 51.2 per cent of the total number of the Company's
shares before completion of the Personnel Offering (as defined below). The final
sale price (the "Sale Price") in the Share Sale has been set at EUR 9.50 per
share, corresponding to a market capitalization of Consti of approximately EUR
72.3 million (Based on the number of shares outstanding after the IPO, excluding
treasury shares (243,500 shares) and including all Personnel Shares subscribed
for in the Personnel Offering). The Institutional Share Sale, the Public Share
Sale and the Personnel Offering (as defined below) were oversubscribed.

The Institutional Seller and the Board of Directors of the Company decided to
allocate 3,700,000 Sale Shares to institutional investors in Finland and
internationally (the "Institutional Share Sale") and 300,000 Sale Shares to
private individuals and corporations in Finland (the "Public Share Sale"). The
Institutional Seller has decided to accept commitments in the Public Share Sale
in full for up to 100 shares and circa 86% of shares exceeding this amount.

In addition, Consti will issue 45,967 new shares in the Company (the "Personnel
Shares") to persons in a regular employment or service relationship with the
Company and the Company's group companies in Finland during the subscription
period for the personnel offering ("Personnel"), as well as the Members of the
Board of Directors of the Company and the CEO of the Company (the "Personnel
Offering"). The subscription price per share in the Personnel Offering is 10
percent lower than the Sale Price in the Public Share Sale, i.e. EUR 8.55 per
share. As a result of oversubscription, the Board of Directors of the Company
has decided to increase the number of Personnel Shares offered from the
preliminary maximum amount of 30,000, and the commitments given in the Personnel
Offering will be accepted in full. The number of the Company's shares will
increase to 7,858,267 after the shares offered in the Personnel Offering have
been issued.

The Institutional Seller and Danske Bank A/S, Helsinki Branch (the "Sole Lead
Manager" or "Danske Bank") may agree that the Institutional Seller shall give
the Sole Lead Manager an over-allotment option to purchase, within 30 days from
the beginning of trading in the shares on the Helsinki Stock Exchange (which is
estimated to occur between 11 December 2015 and 9 January 2016), a maximum of
600,000 shares or to find purchasers for the shares solely in order to cover
possible oversubscription of the Share Sale (the "Over-Allotment Option").

Following completion of the Share Sale and the Personnel Offering and prior to
any potential exercise of the Over-Allotment Option, the Institutional Seller
will continue to own 1,507,599 shares, representing approximately 19.2 per cent
of the total number of the Company's shares. If the Over-Allotment Option is
exercised in full, the Institutional Seller will own 907,599 shares,
representing approximately 11.5 per cent of the total number of the Company's
shares. The members of the Company's management team will own approximately
15.2 per cent of the total number of the Company's shares following the
completion of the Share Sale and the Personnel Offering.

It is expected that the Sale Shares allocated in the Public Share Sale will be
entered into the book-entry accounts of the investors whose commitments have
been approved on the first business day after the pricing, i.e. on or about 11
December 2015. The Sale Shares of the Institutional Share Sale will be ready to
be delivered against payment through Euroclear Finland on or about 15 December
2015. Personnel Shares approved for subscription and paid for in the Personnel
Offering will be entered into the investors' book-entry accounts on or about 21
December 2015.

A confirmation letter regarding the approval of the commitments and allocation
of the Sale Shares will be sent to all investors who have submitted their
commitments in the Public Share Sale as soon as possible and approximately no
later than 22 December 2015. Any excess payments made in connection with the
commitments will be returned to investors' bank accounts on or about 17 December
2015. If an investor's bank account is in a different bank than the subscription
place, the refund will be paid into a Finnish bank account in accordance with
the payment schedule of the financial institutions approximately no later than
two banking days later.

The trading of Consti's shares is expected to commence on the pre-list of Nasdaq
Helsinki Ltd (the "Helsinki Stock Exchange") on or about 11 December 2015 and on
the official list of the Helsinki Stock Exchange on or about 15 December 2015.

After the Share Sale, Danske Bank may, within 30 days from the beginning of the
trading of the shares on the Helsinki Stock Exchange (which is estimated to
occur between 11 December 2015 and 9 January 2016), first on the pre-list and
later on the main list of the Helsinki Stock Exchange, engage in measures which
stabilise, maintain or otherwise affect the price of the shares in relation to
the levels determined independently in the market, or it may prevent or delay
any decrease in the market price of the shares. Any stabilisation 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 stabilisation of
financial instruments. Danske Bank may enter into a share lending agreement with
the Institutional Seller for the purpose of the Over-Allotment Option and
stabilisation.

Danske Bank is acting as the Sole Lead Manager for the IPO. Borenius Attorneys
Ltd acts as the legal advisor to the Company, while Castrén & Snellman Attorneys
Ltd acts as the legal advisor to the Sole Lead Manager.



Further enquiries

Marko Holopainen, CEO, Consti Group Plc, Tel. +358 400 458 158
Esa Korkeela, CFO, Consti Group Plc, Tel. +358 40 730 8568


Disclaimer

The information contained herein is not for publication or distribution,
directly or indirectly, in or into the United States, Canada, New Zealand,
Australia, Japan, Hong Kong, Singapore or South Africa. 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. 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.
The Company or Danske Bank A/S, Helsingin sivuliike assume no responsibility in
the event there is a violation by any person of such restrictions.

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 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.

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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