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2021-10-26

Fifax: Stabilization measures taken and the end of the stabilization period

FIFAX Plc, Company Announcement, 26 October 2021 at 4.00 p.m.

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

With reference to the EU growth prospectus of FIFAX Plc (“Fifax” or the “Company”), dated 28 September 2021, and the company announcement published on 15 October 2021 regarding the final results of the First North initial public offering of Fifax (the “Offering”), Fifax has been informed that Lago Kapital Ltd (“Lago”), acting as stabilizing manager in the Offering, has carried out stabilization measures on 25 October 2021. The Company has additionally been informed by Lago that the stabilization period has been discontinued and that no further stabilization measures will be undertaken.

The Company has, in connection with the Offering, committed to repurchasing up to 150,000 shares in the Company from Lago at a price corresponding to the subscription price in the Offering, EUR 2.55 per share, if Lago has carried out stabilization measures, and to the extent Lago holds shares in the Company due to these actions (the "Put Option") Lago has on 25 October 2021 decided to exercise the Put Option granted by the Company in full.

Lago (contact: Jani Koskell, tel: +358 10 320 8955) has announced that it has performed stabilization measures (in accordance with Article 5(4) of the EU Market Abuse Regulation (EU) No. 596/2014) on Nasdaq First North Growth Market Finland in accordance with what is set out below.

Stabilization Information
IssuerFIFAX Plc
SecuritiesShares (ISIN FI4000496328)
Offering size6,050,000 shares
Offering price2.55 EUR
TickerFIFAX
Stabilization managerLago Kapital Ltd
Stabilization period25 October 2021
Stabilisation transactions
DatePrice (lowest)Price (higest)Price (Weighted average)QuantityCurrencyMarket
25.10.20211.80022.552.4858150,000EURNasdaq First North Growth Market

Additional information

Samppa Ruohtula, CEO, FIFAX Plc, +358 40 559 8812

Certified Adviser: Alexander Corporate Finance Ltd, +358 50 520 4098

About Fifax

Fifax’s vision is to be a forerunner in large-scale sustainable land-based fish farming with a minimal impact on the environment, so that locally and sustainably produced fish can be enjoyed by its customers all year round. Fifax’s production facility in Eckerö is one of the largest land-based fish farming production facilities in the Northern Europe, measured by production capacity. Fifax was founded in 2012, and the company’s headquarters are located in Eckerö, Åland. Fifax's share ("FIFAX") is listed on Nasdaq First North Growth Market Finland. For more information, please visit www.fifax.ax/investors.

Important Information

The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed by any person for any purpose on the information contained in this announcement or its accuracy, fairness or completeness. The information in this announcement is subject to change. This announcement is not an offer to sell or a solicitation of any offer to buy any securities issued by FIFAX Plc (the "Company”) in any jurisdiction where such offer or sale 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. In any Member State of the European Economic Area (the "EEA"), other than Finland, Sweden or Norway, and in the United Kingdom, this announcement is only addressed to and is only directed at qualified investors in that Member State within the meaning of article 2(e) of Regulation (EU) 2017/1129, as amended (the “Prospectus Regulation”) and Regulation (EU) 2017/1129 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018. Any potential offering of the securities referred to in this announcement will be made by means of a prospectus. This announcement is not a prospectus as set out in the Prospectus Regulation. Investors should not subscribe for or purchase any securities referred to in this announcement except on the basis of information contained in the aforementioned prospectus. This announcement and the information contained herein are not for distribution in or into the United States. This announcement does not constitute an offer to sell, or a solicitation of an offer to purchase, any securities in the United States. 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 within the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. There is no intention to register any securities referred to herein in the United States or to make a public offering of the securities in 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 announcement 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 announcement and should not act or rely on it. This announcement is for information purposes only and under no circumstances shall constitute an offer or invitation, or form the basis for a decision, to invest in any securities of the Company. Alexander Corporate Finance Ltd (“ACF”) and Fearnley Securities AS ("Fearnley") are acting exclusively for the Company and no-one else in connection with the Offering. They will not regard any other person as their respective clients in relation to the Offering and will not be responsible to anyone other than the Company for providing the protections afforded to their respective clients, nor for providing advice in relation to the Offering, the contents of this announcement or any transaction, arrangement or other matter referred to herein. The contents of this announcement have been prepared by, and are the sole responsibility of, the Company. ACF, Fearnley or any of their directors, officers, employees, advisers or agents accepts any responsibility 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 announcement (or whether any information has been omitted from the announcement) or any other information relating to the Company, its 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 announcement or its contents or otherwise arising in connection therewith.

Forward-looking statements

Matters discussed in this announcement may constitute forward-looking statements. Forward-looking statements are statements that are not historical facts and may be identified by words such as “believe”, “expect”, “anticipate”, “intend”, “may”, “plan”, “estimate”, “will”, “should”, “could”, “aim” or “might”, or, in each case, their negative, or similar expressions. The forward-looking statements in this announcement are based upon various assumptions, many of which are based, in turn, upon further assumptions. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, it can give no assurances that they will materialise or prove to be correct. Because these statements are based on assumptions or estimates and are subject to risks and uncertainties, the actual results or outcome could differ materially from those set out in the forward-looking statements as a result of many factors. Such risks, uncertainties, contingencies and other important factors could cause actual events to differ materially from the expectations expressed or implied in this announcement by such forward-looking statements. The Company does not guarantee that the assumptions underlying the forward-looking statements in this announcement are free from errors nor does it accept any responsibility for the future accuracy of the opinions expressed in this announcement or any obligation to update or revise the statements in this announcement to reflect subsequent events. Undue reliance should not be placed on the forward-looking statements in this announcement. The information, opinions and forward-looking statements contained in this announcement speak only as at its date and are subject to change without notice. The Company does not undertake any obligation to review, update, confirm or to release publicly any revisions to any forward-looking statements to reflect events that occur or circumstances that arise in relation to the content of this announcement.

Författare MFN