Appointment of Joint Global Co-ordinators
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN
OR INTO THE UNITED STATES, CANADA, AUSTRALIA, SOUTH AFRICA, JAPAN OR ANY OTHER JURISDICTION WHERE SUCH AN ANNOUNCEMENT WOULD BE UNLAWFUL.
Icelandic State Financial Investments (the „Seller") is pleased to announce that it has appointed Citigroup Global Markets Europe AG („Citi"), J.P. Morgan AG („JP Morgan") and the Corporate Finance and securities sales division of Íslandsbanki as its Joint Global Co-ordinators in the international initial public offering of shares in Íslandsbanki hf. (the „Company" or „Íslandsbanki").
Citi and JP Morgan are global investment banks with leading equity capital markets capabilities both across Europe and globally, and a track record with Icelandic companies. The Corporate Finance and Securities Sales division of Íslandsbanki is a leading equity capital markets advisory firm in Iceland.
The above parties were selected from a group of 24 parties who submitted expressions of interest in becoming Global Co-ordinators for the IPO of Íslandsbanki. It is expected that further appointments to the syndicate will be made from this list in due course.
The above Joint Global Co-ordinators have already commenced their work and preparation for a contemplated IPO of Íslandsbanki.
For further information, please contact Jón G. Jónsson, Director General, at +354 550-1701.
This announcement is not for publication or distribution or release, directly or indirectly, in or into the United States of America (including its territories and possessions, any state of the United States and the District of Columbia), Canada, Australia, South Africa, Japan or any other jurisdiction where such an announcement would be unlawful. The distribution of this announcement may be restricted by law in certain jurisdictions 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. No action has been taken that would permit an offering of shares or possession or distribution of this announcement in any jurisdiction where action for that purpose is required. To the fullest extent permitted by applicable law, Citigroup Global Markets Europe AG, Íslandsbanki hf., J.P. Morgan AG and their affiliates disclaim any responsibility or liability for the violations of any such restrictions by any person.
This announcement does not constitute or form part of an offer for sale or solicitation of an offer to purchase or subscribe for securities in the United States, Canada, Australia, South Africa, Japan or any other jurisdiction and the securities referred to herein have not been registered under the securities laws of any such jurisdiction. No shares have been or will be registered under the United States Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold, directly or indirectly, in the United States, absent registration under or an exemption from, or transaction not subject to, the registration requirements of, the Securities Act. No public offering of securities is being made in the United States or in any other jurisdiction.
In member states of the European Economic Area ("EEA"), this announcement and any offer of securities if made subsequently is directed exclusively at persons who are "qualified investors" within the meaning of the Prospectus Regulation ("Qualified Investors"). For these purposes, the expression "Prospectus Regulation" means Regulation (EU) 2017/1129. In the United Kingdom this announcement 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 who are (i) investment professionals falling with Article 19(5) of the UK Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the "Order"); or (ii) high net worth entities falling within Article 49(2)(a) to (d) of the Order, or (iii) other persons to whom an offer of securities may otherwise be lawfully communicated (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.
Any investment decision in connection with the proposed offering must be made on the basis of the [prospectus]/[offering document] to be produced by the Company. Such information has not been independently verified and J.P. Morgan AG and Citigroup Global Markets Europe AG and Corporate Finance Íslandsbanki hf., are not responsible, and expressly disclaim any liability, for such 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 for any purpose on the information contained in this announcement or its accuracy or completeness.
In connection with the proposed offering, Citigroup Global Markets AG, J.P. Morgan AG or any of their affiliates may take up a portion of the securities as a principal position and in that capacity may retain, purchase, sell or offer to sell for its own account such securities and other securities of the Company or related investments in connection with the proposed offering or otherwise. Accordingly, references to such 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 J.P. Morgan AG and any of its affiliates acting as investors for their own accounts. Neither Citigroup Global Markets AG, or J.P. Morgan AG 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.
This announcement does not purport to identify or suggest the risks (direct or indirect) which may be associated with an investment in the Company or its shares.
This announcement does not constitute a recommendation concerning the proposed offering. The price and value of securities and any income from them can go down as well as up. Past performance is not a guide to future performance. Acquiring securities to which this announcement relates may expose an investor to a significant risk of losing all of the amount invested. Potential investors should consult a professional advisor as to the suitability of the proposed offering for the entity or person concerned. This announcement does not represent the announcement of a definitive agreement to proceed with the proposed offering and, accordingly, there can be no certainty that the proposed offering will proceed. The Company reserves the right not to proceed with the proposed offering or to vary its terms in any way.
J.P. Morgan AG is authorised by the German Federal Financial Supervisory Authority (BaFin) and supervised by BaFin, the German Central Bank (Deutsche Bundesbank) and the European Central Bank. J.P. Morgan AG is acting for the Seller only in connection with the proposed offering and no one else, and will not be responsible to anyone other than the Seller for providing the protections offered to its clients nor for providing advice in relation to any securities or the proposed offering, the contents of this announcement or any transaction, arrangement or other matter referred to in this announcement. For information on any J.P. Morgan German legal entity see: https://www.jpmorgan.com/country/US/en/disclosures/legal-entity-information#germany.
For information on any other J.P. Morgan legal entity see: https://www.jpmorgan.com/country/GB/EN/disclosures/investment-bank-legal-entity-disclosures.
This announcement includes statements that are, or may be deemed to be, forward-looking statements. These forward-looking statements may be identified by the use of forward-looking terminology, including the terms "intends", "expects", "will", or "may", or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. These forward-looking statements include all matters that are not historical facts and include statements regarding intentions, beliefs or current expectations. No assurances can be given that the forward-looking statements in this announcement will be realised. As a result, no undue reliance should be placed on these forward-looking statements as a prediction of actual events or otherwise.