Fairness opinion

Industrial wholesale

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Fairness opinion to the Board of Directors of Sanistål in relation to the voluntary recommended public offer from Ahlsell

On 24 May 2022, Ahlsell Danmark ApS (“Ahlsell”) announced that Ahlsell had entered into conditional share purchase agreements with Danske Bank A/S, Nordea Bank Abp, Jyske Bank A/S and Nykredit Bank A/S (the “Major Shareholders”) to acquire approximately 75.49% of the shares in Sanistål A/S (“Sanistål”). In addition, Ahlsell made a recommended conditional voluntary public offer (the “Offer”) to purchase the remaining approximately 24.51% of the shares in Sanistål held by all shareholders in Sanistål other than the Major Shareholders (the “Other Shareholders”)

In order to assist its assessment of the Offer and decision to recommend the Offer, the Board of Directors of Sanistål has obtained an independent fairness opinion from HCN Partners. The fairness opinion concludes that the cash offer price of DKK 85 per share to the Other Shareholders is fair from a financial perspective

Sanstål is a value-creating sourcing partner for the manufacturing and construction industries with revenue of DKK 3.5bn and 1,200 employees across Denmark, the Baltics and Poland. Sanistål operates 34 stores in Denmark

Ahlsell is a leading Nordic distributor of installation products, tools and supplies for professionals. Ahlsell has revenue of SEK 36.9bn and 5,900 employees operating 240 stores across Sweden, Norway, Finland, Denmark, Estonia and Poland