Rovio Entertainment Corp.: Stabilization measures taken and discontinuation of the stabilization period


Rovio Entertainment Corporation  Stock Exchange Release   October 27, 2017, at 8:00 p.m. EET

Stabilization measures taken and discontinuation of the stabilization period

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.

With reference to the offering circular published by Rovio Entertainment Corporation ("Rovio", "Company") on 18 September 2017 and company announcement dated on 28 September 2017 regarding the result of the initial public offering of Rovio (the "Offering"), Rovio has received notification that Danske Bank A/S, Helsinki Branch ("Danske Bank"), acting as stabilizing manager in the Offering, has carried out stabilization measures between 19 October 2017 and 27 October 2017. The Company has additionally been informed by Danske Bank that the stabilization period has been discontinued and that no further stabilization measures will be undertaken.

Trema International Holdings B.V. ("Trema") and Silavano Investments S.à r.l. ("Silavano") have, in connection with the Offering, granted Danske Bank an option to purchase up to an additional 5,538,000 shares in the Company, corresponding to approximately 7.1 per cent of the number of shares in the Company after the Offering, at a price corresponding to the price in the Offering, in order to cover any over-allotment in connection with the Offering. Danske Bank has today decided to partially exercise the over-allotment option granted by Trema and Silavano. Danske Bank purchases 1,062,009 shares in Rovio from Trema and Silavano and redelivers simultaneously to Trema and Silavano the shares borrowed by Danske Bank according to the Share Lending Agreement related to the Offering.

Danske Bank (contact: Jens Plenov, tel: +442074108000) has announced that it has performed stabilization measures (in accordance with Article 3.2(d) of the EU Market Abuse Regulation (EU) No. 596/2014) on Nasdaq Helsinki in accordance with what is set out below.

Stabilization Information  
Issuer Rovio Entertainment Corporation
Securities Ordinary Shares (ISIN: FI4000266804)
Offering size 42,461,085 Shares
Offer price EUR 11.50 per Share
Ticker ROVIO
Stabilization manager Danske Bank A/S, Helsinki branch

Stabilization Transactions            
Date Price (lowest) Price (highest) Price (weighted average) Quantity Currency Market
29-Sep-2017 11.37 11.50 11.48 1,776,440 EUR Nasdaq Helsinki
2-Oct-2017 10.90 11.50 11.16 1,227,551 EUR Nasdaq Helsinki
3-Oct-2017 10.67 11.17 10.95 585,000 EUR Nasdaq Helsinki
4-Oct-2017 10.75 11.10 10.88 200,000 EUR Nasdaq Helsinki
5-Oct-2017 10.70 10.75 10.73 4,000 EUR Nasdaq Helsinki
6-Oct-2017 11.25 11.50 11.39 74,914 EUR Nasdaq Helsinki
9-Oct-2017 11.50 11.50 11.50 10,000 EUR Nasdaq Helsinki
10-Oct-2017 - - - - EUR Nasdaq Helsinki
11-Oct-2017 11.50 11.50 11.50 2,789 EUR Nasdaq Helsinki
12-Oct-2017 11.45 11.50 11.49 82,402 EUR Nasdaq Helsinki
13-Oct-2017 11.45 11.50 11.49 35,000 EUR Nasdaq Helsinki
16-Oct-2017 11.45 11.50 11.49 59,203 EUR Nasdaq Helsinki
17-Oct-2017 11.50 11.50 11.50 8,291 EUR Nasdaq Helsinki
18-Oct-2017 11.48 11.50 11.50 25,157 EUR Nasdaq Helsinki
19-Oct-2017 11.47 11.50 11.49 44,000 EUR Nasdaq Helsinki
20-Oct-2017 11.35 11.50 11.45 91,014 EUR Nasdaq Helsinki
23-Oct-2017 - - - - EUR Nasdaq Helsinki
24-Oct-2017 - - - - EUR Nasdaq Helsinki
25-Oct-2017 11.45 11.50 11.48 66,131 EUR Nasdaq Helsinki
26-Oct-2017 11.35 11.45 11.43 90,147 EUR Nasdaq Helsinki
27-Oct-2017 11.42 11.50 11.48 93,952 EUR Nasdaq Helsinki

Further inquiries
Rovio communications, tel. +358 40 485 8985, comms@rovio.com
Rauno Heinonen, SVP, Corporate Communications and Investor Relations, tel. +358 40 861 9345, rauno.heinonen@rovio.com

DISCLAIMER
The information contained herein is not for publication or distribution, directly or indirectly, in or into the United States. 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 securities have not been and will not be registered under the U.S. Securities Act of 1933, as amended.

The issue, exercise or sale of securities in the offering are subject to specific legal or regulatory restrictions in certain jurisdictions. The Company assumes 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 the 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 offering document prepared 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, Sweden and Denmark. With respect to each Member State of the European Economic Area other than Finland, Sweden and Denmark 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 in that Member State by any measure implementing the Prospectus Directive in that 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 does not constitute an offer of the securities to the public in the United Kingdom. No prospectus has been or will be approved in the United Kingdom in respect of the securities. 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") or (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.