Outlet Group Holding ASA – Bookbuilding successfully completed
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA (INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES OF AMERICA AND THE DISTRICT OF COLUMBIA) (THE "UNITED STATES"), AUSTRALIA, CANADA, THE HONG KONG SPECIAL ADMINISTRATIVE REGION OF THE PEOPLE'S REPUBLIC OF CHINA, JAPAN, OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.
Os, 22 September 2026: Outlet Group Holding ASA ("Outlet Group" or the "Company") today announces the successful completion of the bookbuilding in the initial public offering of shares in the Company (the "Offering").
A total of 39,393,935 Offer Shares (as defined below) have been allocated at a price of NOK 33 per Offer Share (the "Offer Price"), corresponding to a total transaction size of approximately NOK 1,300 million. The Offer Price implies a market capitalization of the Company of approximately NOK 3,680 million, including the New Shares (as defined below).
The Company is pleased to welcome more than 4,000 new shareholders at commencement of trading of its shares on Euronext Oslo Børs. The Offering attracted significant interest from high quality institutional investors, as well as from the general public in Norway. The Company’s shares are expected to commence trading on Euronext Oslo Børs on 24 September 2026 (the "Listing" and together with the Offering, the "IPO").
Tor-André Skeie, CEO and co-founder of Outlet Group, comments: "We are very pleased with the very strong positive interest in the IPO of Outlet Group from a large number of high quality institutional investors as well as the general public in Norway. The IPO is an important milestone for us and we look forward to continue developing the Company together with our new shareholders."
The Offering comprises (i) an issuance of 15,151,515 new shares by the Company (the "New Shares"), raising gross proceeds to the Company of approximately NOK 500 million (the "Primary Offering"), and (ii) a pro rata sale of 19,104,184 existing shares by the Company's existing shareholders (the "Sale Shares" and the "Selling Shareholders", respectively) (the "Secondary Offering"). In addition, 5,138,236 existing shares have been over-allotted (the "Additional Shares" and, together with the New Shares and Sale Shares, the "Offer Shares"). In order to facilitate such over-allotment, DNB Carnegie, a part of DNB Bank ASA, as stabilisation manager on behalf of the Joint Global Coordinators (as defined below) (the "Stabilisation Manager"), exercised its option to borrow a number of shares equalling the number of Additional Shares (the "Borrowed Shares").
Certain primary insiders of the Company and their close associates have been allocated shares in the Offering and/or lent out shares in order to facilitate the settlement of the over-allotment, as further set out in the attached notifications of transactions.
As further described in the prospectus published on 14 September 2026 (the "Prospectus"), the Selling Shareholders have granted an option to the Stabilisation Manager, on behalf of the Joint Global Coordinators, to purchase a number of shares equal to the number of Borrowed Shares at the Offer Price less the number of Shares acquired by the Stabilisation Manager through stabilisation activities (the "Greenshoe Option"), exercisable in whole or in part within a 30-day period from commencement of trading in the Shares on Euronext Oslo Børs. The Greenshoe Option from the Selling Shareholders shall be exercised pro-rata based on the number of shares lent by each Selling Shareholder. A separate disclosure will be issued regarding the over-allotment and potential stabilisation activities.
Notifications of allocated Offer Shares and the corresponding amount to be paid by investors are expected to be communicated to investors on or about 23 September 2026. Investors in the retail tranche and the employee tranche of the Offering, having access to investor services through an institution that operates the investor's ESO account should be able to see how many Offer Shares they have been allocated from on or about 23 September 2026. The Managers (as defined below) may also be contacted for information regarding allocations. Shareholders should note that allocated shares may not be visible on their ESO accounts or in online trading solutions immediately upon commencement of trading. Shareholders wishing to trade allocated shares before they are visible on their ESO accounts should contact their broker or account operator directly.
The Company, broader management, board members and Selling Shareholders are subject to customary lock-up agreements with the Joint Global Coordinators, which restricts the ability to issue, sell, pledge or dispose of shares for a period of 360 days from the first day of trading of the shares on Euronext Oslo Børs for the Company, broader management and board members and 180 days for Selling Shareholders. The lock-up undertakings are subject to certain customary exemptions and may be waived by the Joint Global Coordinators at their sole discretion.
After the Primary Offering has been registered with the Norwegian Registry of Business Enterprises, the Company will have 111,551,515 outstanding shares, each with a nominal value of NOK 1.
Advisors
DNB Carnegie, a part of DNB Bank ASA, and Skandinaviska Enskilda Banken AB (publ), Oslo Branch, act as Joint Global Coordinators (the “Joint Global Coordinators”) and Joint Bookrunners in the Listing and the Offering, while SB1 Markets AS and Norne Securities AS are acting as Joint Bookrunners (collectively the "Managers").
Advokatfirmaet Thommessen AS is acting as legal advisor to Outlet Group and Advokatfirmaet Wiersholm AS is acting as legal advisor to the Managers.
This announcement includes information subject to the disclosure requirements pursuant to Article 19 of the EU Market Abuse Regulation (Regulation (EU) No 596/2014) and Section 5-12 of the Norwegian Securities Trading Act.
For further queries, please contact:
Tor-André Skeie, CEO, +47 950 82 288, tas@outletgroup.no
Christer Johan Jacobsen, CFO, +47 992 69 911, christer.jacobsen@outletgroup.no
About Outlet Group
Outlet Group is a Norway-based value retailer offering sports equipment, apparel, footwear, toys and creative supplies through its Sport Outlet and Kids Outlet concepts. With a nationwide store network in Norway and pilot stores in Poland, the Group combines proprietary brands and selected third-party brands with direct sourcing, centralised operations and a clear commitment to offering quality products at consistently low prices.
IMPORTANT NOTICE
These materials do not constitute or form a part of any offer of securities for sale or a solicitation of an offer to purchase securities of the Company in the United States or any other jurisdiction. The securities of the Company may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"). The securities of the Company have not been, and will not be, registered under the U.S. Securities Act. Any sale in the United States of the securities mentioned in this communication will be made solely to "qualified institutional buyers" as defined in Rule 144A under the U.S. Securities Act. No public offering of the securities will be made in the United States.
In any EEA Member State, other than Norway, this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of the EU Prospectus Regulation, i.e., only to investors who can receive the offer without an approved prospectus in such EEA Member State. The expression "EU Prospectus Regulation" means Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 (together with any applicable implementing measures in any Member State).
In the United Kingdom, this communication is only addressed to and directed at qualified investors who are (i) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the "Order") or (ii) persons falling within Article 49(2)(a) to (d) of the Order (high net worth companies, unincorporated associations, etc.) (all such persons together being "Relevant Persons"). This communication is directed only at Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this announcement relates is available only to Relevant Persons and will be engaged in only with Relevant Persons. Persons distributing this communication must satisfy themselves that it is lawful to do so.
Matters discussed in this announcement may constitute forward-looking statements. Forward-looking statements are statements that are not historical facts and may be identified by words such as "anticipate", "believe", "continue", "estimate", "expect", "intends", "may", "should", "will" and similar expressions. The forward-looking statements in this release are based upon various assumptions, many of which are based, in turn, upon further assumptions. Although the Company believes that these assumptions were reasonable when made, these assumptions are inherently subject to significant known and unknown risks, uncertainties, contingencies and other important factors which are difficult or impossible to predict and are beyond its control. Such risks, uncertainties, contingencies and other important factors could cause actual events to differ materially from the expectations expressed or implied in this release by such forward-looking statements. The information, opinions and forward-looking statements contained in this announcement speak only as at its date, and are subject to change without notice.
This announcement is made by, and is the responsibility of, the Company. The Managers are acting exclusively for the Company and no one else and will not be responsible to anyone other than the Company for providing the protections afforded to their respective clients, or for advice in relation to the contents of this announcement or any of the matters referred to herein.
Neither the Managers nor any of their respective affiliates makes any representation as to the accuracy or completeness of this announcement and none of them accepts any responsibility for the contents of this announcement or any matters referred to herein.
This announcement is for information purposes only and is not to be relied upon in substitution for the exercise of independent judgment. It is not intended as investment advice and under no circumstances is it to be used or considered as an offer to sell, or a solicitation of an offer to buy any securities or a recommendation to buy or sell any securities of the Company. Neither the Managers nor any of their respective affiliates accepts any liability arising from the use of this announcement.
Each of the Company, the Managers and their respective affiliates expressly disclaims any obligation or undertaking to update, review or revise any statement contained in this announcement whether as a result of new information, future developments or otherwise.
The distribution of this announcement and other information may be restricted by law in certain jurisdictions. Persons into whose possession this announcement or such other information should come are required to inform themselves about and to observe any such restrictions.
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