LAUNCH PRESS RELEASE
Not for publication or distribution in
Arbejdsmarkedets Tillægspension ("ATP" or the "Seller") is selling approximately 50.6 million ordinary shares that it owns in Helios Towers plc (the "Company") (the "Shares") (the "Sale") and that an accelerated bookbuilt offering of the Shares to institutional investors is launching post-market close today. This press release is not and does not constitute an offer to sell and there will be no public offering of the Shares in any jurisdiction.
BofA Securities is acting as Sole Bookrunner on the accelerated bookbuilt offering.
The close of the bookbuild process and the results of the Sale will be announced as soon as practicable thereafter.
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The contents of this announcement have been prepared by and are the sole responsibility of Arbejdsmarkedets Tillægspension.
The distribution of this announcement and the offer and sale of the Shares in certain jurisdictions may be restricted by law and persons into whose possession this 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.
The Shares are not being offered to the public in any jurisdiction and may not be offered to the public in any jurisdiction in circumstances which would require the preparation or registration of any prospectus or offering document relating to the shares in such jurisdiction. This announcement is not an offer of securities for sale in any jurisdiction, including the
The securities referred to herein have not been registered under the
In member states of the European Economic Area (the "EEA"), this announcement and any offer if made subsequently is directed exclusively at persons who are "qualified investors" within the meaning of the Prospectus Regulation (Regulation (EU) 2017/1129) ("Qualified Investors"). In the
In connection with the sale of the Shares, the Sole Bookrunner and any of its affiliates may take up a portion of the Shares in the Sale as a principal position and in that capacity may retain, purchase, sell, offer to sell for their own accounts such Shares and other securities of the Company or related investments in connection with the Sale or otherwise. Accordingly, references in this announcement to the Shares being sold, 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 Sole Bookrunner and any of its affiliates acting in such capacity. In addition the Sole Bookrunner and any of its affiliates may enter into financing arrangements (including swaps or contracts for differences) with investors in connection with which the Sole Bookrunner and any of its affiliates may from time to time acquire, hold or dispose of Shares. The Sole Bookrunner does 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.
A communications that a transaction is or that the book is "covered" (i.e. indicated demand from investors in the book equals or exceeds the amount of the securities being offered) is not any indication or assurance that the book will remain covered or that the transaction and securities will be fully distributed by the Sole Bookrunner. The Sole Bookrunner reserves the right to take up a portion of the securities in the offering as a principal position at any stage at its sole discretion, inter alia, to take account of the objectives of the seller, MiFID II requirements and in accordance with allocation policies.
Neither the Sole Bookrunner nor any of its or its affiliates' 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 Arbejdsmarkedets Tillægspension, Helios Towers plc, their respective 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.
The Sole Bookrunner is acting on behalf of the Seller and no one else in connection with any offering of the Shares and will not be responsible to any other person for providing the protections afforded to any of its clients or for providing advice in relation to any offering of the Shares.
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