The Financial Supervision Authority has approved a
EVLI BANK PLC STOCK EXCHANGE RELEASE March 18, 2022 at 2:00 PM (EET / EEST)
NOT FOR PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN AUSTRALIA, SOUTH AFRICA, HONG KONG, JAPAN, CANADA OR SINGAPORE, NEW ZEALAND, THE UNITED STATES OF AMERICA, APPLICABLE LAWS OR RULES OR REQUIRES THE COMPLETION OR REGISTRATION OF ADDITIONAL DOCUMENTS OR REQUIRES ADDITIONAL MEASURES UNDER FINNISH LAW. SEE “IMPORTANT NOTE” BELOW.
FINNISH FINANCIAL SUPERVISION AUTHORIZATION HAS APPROVED A SUPPLEMENTARY FINNISH LANGUAGE FOR THE MERGER OF THE REMAINING EVLI AND FELLOW FINANCE CORPORATION
Today, March 18, 2022, the Financial Supervisory Authority approved an amendment to Evli Bank Plc’s Finnish-language merger and listing prospectus (“Evli) prepared for the issue of merger consideration shares to Fellow Finance Corporation (‘Financial colleague) shareholders and to apply for new shares to be issued in connection with the merger on the stock exchange list of Nasdaq Helsinki Oy (“Merger brochure”).
The addition to the merger prospectus relates to Fellow Finance’s company announcement published on March 8, 2022, which concerns the publication of Fellow Finance’s annual report and remuneration report for 2021. The annual report includes Fellow Finance’s financial statements, the Board’s report and the auditor’s report for the period January 1 to December 31 In addition, the Merger Prospectus will be supplemented with information on changes in the future Fellow Bank Plc Management Team and changes in crowdfunding and peer review. -the peer-to-peer lending activities of the future Fellow Bank Plc, which includes information on the authority authorizations and approvals obtained and information on the authority to decide on the repurchase and issue of own shares and the special rights entitling to the shares, both of which are conditional on the merger. In addition, the information presented in the Merger Prospectus on Fellow Finance’s share-based incentive plans and on the membership and partnerships of Juha Saari, a member of Fellow Finance’s Management Team, will be supplemented.
The supplement to the Merger Prospectus will be available approximately on March 18, 2022 on Evli’s website at www.evli.com/general Meeting and the Fellow Finance website https://www.fellowfinance.com/egm2021.
EVLI BANK PLC
Board of Directors
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More information:
Juho Mikola, CFO, Evli Bank Plc, tel. +358 40 717 8888, [email protected]
Evli and Fellow Finance in brief
Evli is an investment bank that helps institutions, companies and individuals increase their wealth. The product and service offering includes mutual funds, asset management and capital market services, alternative investment products, stock research, design and administration of incentive schemes, and corporate finance services. The company also offers banking services that support customers’ investment activities. Evli is classified as the best * and most used ** institutional asset manager in Finland. Evli also has the best responsible investment expertise in Finland. ***
Evli has a total of EUR 17.5 billion in assets under management (net 12/2021). Evli Group’s equity, excluding the dividend liability under IFRIC 17, is EUR 118.1 million and its BIS capital adequacy ratio is 15.4 percent (December 31, 2021). The company has about 290 employees. Evli Bank Plc’s B shares are listed on Nasdaq Helsinki Oy.
* Kantar Prospera External Asset Management Finland 2015, 2016, 2017, 2018, 2019, 2021, Kantar Prospera Private Banking 2019, 2020 Finland ** Kantar Prospera External Asset Management Finland 2017, 2020, FR 2020,2018,2018 Research Institute Investment Services 2021
Fellow Finance Plc is a loan-based crowdfunding and peer loan fund. The company’s mission is to transform traditional financing and payments into direct transactions between people and businesses. Fellow Finance has provided more than EUR 900 million in consumer and corporate finance in Finland, Sweden, Denmark, Germany, Poland and the Czech Republic, serving more than 1,000,000 customers. The company is supervised by the Financial Supervisory Authority as an authorized payment institution and is listed on the Nasdaq First North Growth Market Finland.
Distribution: Nasdaq Helsinki, major media outlets, www.evli.com
Important notice
This announcement is not an offer of shares in the United States and is not intended for distribution in the United States or in any other jurisdiction where such distribution would be prohibited under applicable law. Shares in Evli Plc or Fellow Bank Plc have not been and will not be registered under the U.S. Securities Act of 1933 (“Securities Act”) Or the securities laws of any U.S. state, and may not be offered, sold or delivered to or in the United States, except in the case of an applicable exemption or transaction under the Securities Act.
This announcement is not an offer to sell or solicitation of securities by Evli or Fellow Finance in the United States or any other jurisdiction where such offering, solicitation or sale would be illegal. This release may not be transmitted, distributed, or transmitted, directly or indirectly, in whole or in part, to the United States or any jurisdiction where the distribution of this publication would violate any applicable law or regulation or require registration or licensing. within such jurisdiction. Failure to comply with the above limitation may result in a violation of U.S. Securities Act or other applicable securities laws. This release is not a prospectus. Investors are advised to consult the Merger Prospectus for more comprehensive information on the arrangements described therein and on Evli and Fellow Bank Plc and their shares.
This release contains “forward-looking statements” that are based on current plans, estimates, forecasts and expectations and are not guarantees of future results. They are based on certain expectations and assumptions that, while seeming reasonable at the moment, may prove to be wrong. Shareholders should not rely on these forward-looking statements. Evli or Fellow Finance, or any of its subsidiaries, advisors or agents, or any other person, shall not be required to review or confirm or publicly disclose any changes to any forward-looking statement that reflect events or circumstances that occur after the date of such publication.
Attachments:
- Appendix to the Merger Prospectus (in Finnish)