Notice of Change of Control Event to Holders of Notes


Technopolis Plc               Stock Exchange Release               October 16, 2018 at 6:15 p.m. EEST

Notice of Change of Control Event to Holders of Notes

This notice is made in respect of the EUR 150 million senior unsecured fixed rate notes due 2020 (the “Notes”).

Technopolis Plc (“Technopolis”) hereby gives this notice to the holders of the Notes (the “noteholders”) that a “Change of Control Event” pursuant to Condition 8.4 of the terms and conditions of the Notes has occurred.

On 12 October 2018, Kildare Nordic Acquisitions S.á r.l announced that its holding of the shares in Technopolis will increase to 93.12 per cent after it completes its public tender offer for the shares in Technopolis. The settlement of the trades has taken place today and, therefore, pursuant to Condition 8.4 of the terms and conditions of the Notes, a Change of Control Event has occurred.

As a result of the Change of Control Event, the noteholders may require repurchase of the Notes as provided in the terms and conditions of the Notes. Technopolis will, on the repurchase date of January 16, 2019 (the “Prepayment Date”), prepay 101 per cent of the nominal amount of and accrued and unpaid interest until the Prepayment Date on the Notes held by noteholders who have required repurchase of Notes held by them by a written notice to be given by a letter, facsimile or e-mail to Danske Bank A/S, Finland Branch Customer Service Delivery (CSD) Markets / Nordic Asset Services at the following address:

Televisiokatu 1
PL 1253
Helsinki
00075 DANSKE BANK
Telephone: +358 (0)10 546 7213
Telefax: +358 (0)10 546 2465
Email: emissiot.ty@danskebank.fi

no later than November 16, 2018 i.e. 20 business days following this notice has become effective (after which time period such right shall lapse). The written notice should be submitted as instructed on the attachment to this release.

Managers of nominee accounts are requested to send this notice and the related instructions to the beneficial owners of the Notes.

If Notes representing more than seventy-five (75) per cent of the aggregate nominal principal amount of the Notes have been prepaid pursuant to Condition 8.4 of the terms and conditions of the Notes on the Prepayment Date, Technopolis is entitled (but not obliged) to prepay also all the remaining outstanding Notes at 101 per cent of their nominal principal amount with accrued and unpaid interest, by notifying the remaining noteholders of its intention to do so no later than fifteen (15) business days after the latest possible repurchase date, as set out in the terms and conditions of the Notes.

TECHNOPOLIS PLC

For more information:

Sami Laine, CFO
Tel: + 358 40 502 7083
sami.laine@technopolis.fi

Minna Karttunen, Head of IR
Tel: + 358 40 513 3225
Email: minna.karttunen@technopolis.fi

Technopolis is a shared workspace expert. We provide and flexible offices, coworking spaces and everything that goes with them. Our services run from designing the workspace to reception, meeting solutions, restaurants and cleaning. We are obsessed with customer satisfaction and value creation. Our 17 campuses host 1,600 companies with 50,000 employees in six countries within the Nordic and Baltic Sea region. Technopolis Plc (TPS1V) is listed on Nasdaq Helsinki. www.technopolis.fi/en

Attachment


Attachments

Instructions to noteholders