Notice of exercise of overallotment option and end of stabilisation period

As announced on 19 October 2023 in connection with the offering and the admission to trading of the Company’s shares on Nasdaq Stockholm (the “Offering”), Carnegie has in its capacity as stabilisation manager (the “Stabilisation Manager”) has had the opportunity to carry out transactions in the Company’s share in order to support the market price at a higher level than would otherwise be the case in the open market.

Stabilisation transactions have been possible to be carried out on Nasdaq Stockholm, in the over-the-counter market or otherwise, at any time during the period starting on the date of commencement of trading in the shares on Nasdaq Stockholm, i.e. 19 October 2023, and ending not later than 30 calendar days thereafter. Carnegie, however, had no obligation to undertake any stabilisation measures and there was no assurance that stabilisation measures would be undertaken. In no event have transactions been carried out at levels above the price in the Offering.

In order to cover possible overallotments, the Forsgren and Forssell families and other existing shareholders in the Company, consisting, among others, of current and previous members of group management (the “Selling Shareholders”) further undertook, at the request of the Stabilisation Manager, to sell additional shares corresponding to a maximum of 15 per cent of the number of shares comprised by the Offering (the “Overallotment Option”), entailing a maximum of 6,830,675 shares, at the price per share in the Offering which was set at SEK 45. The Stabilisation Manager now notifies that the Overallotment Option with respect to 5,737,789 existing shares has been exercised. Consequently, 1,092,886 shares that the Stabilisation Manager have lent from the Selling Shareholders in order to cover overallotment in connection with the Offering will be returned.

Carnegie has, in its capacity as Stabilisation Manager, notified that stabilisation measures have been undertaken, in accordance with article 5(4) in the Market Abuse Regulation 596/2014. All transactions during the stabilisation period have been carried out on Nasdaq Stockholm. The stabilisation period regarding the offering has now ended and no further stabilising transactions will be effected. Below is a summary of the stabilisation transactions which have been undertaken during the stabilisation period.

The contact person at Carnegie is Philip Barsk (phone: +46 (8) 5886 90 88).

For further information, please contact:
Cecilia Gärdestad, Corporate PR and Investor Relations
Telephone: +46 (0)70 166 48 73
E-mail: cecilia.gardestad@rusta.com
investors.rusta.com

The information was submitted for publication, through the agency of the contact persons set out above, at 17:50 CET on 17 November 2023.

About Rusta
Rusta is a leading company on the Nordic variety hard discount market. Rusta’s customer promise is to be a modern variety hard discount retailer making it easy to renew and refill at home at surprisingly low prices. Rusta combines an offering consisting of a wide and curated product assortment of everyday products that cover many frequent customer needs and wants in one visit at low prices with a convenient and positive in-store shopping experience. Rusta’s product assortment includes products for the customer’s home, day-to-day necessities, seasonal products and products for an active lifestyle.

Rusta was founded in Uppsala, Sweden, in 1986 by Anders Forsgren and Bengt-Olov Forssell based on an idea born in 1979 during Forsgren’s and Forssell’s research studies at Uppsala University. Forsgren and Forssell created a retail concept where customers could shop everyday products at the best possible prices. Anders and Bengt-Olov wanted to challenge the existing large retailers by combining the benefits of a wholesaler, importer and retailer into one concept, thereby being able to provide customers good quality products at low prices. During 1986, the first Rusta store was opened in Gävle, Sweden, and today Rusta has over 200 stores across Sweden, Norway, Finland and Germany.

Important information
This announcement is not an offer to sell or a solicitation of any offer to buy any securities issued by the Company in any jurisdiction where such offer or sale would be unlawful.

The offering of the securities referred to in this announcement has been made by means of a prospectus. This announcement is not a prospectus for the purposes of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71/EC (together with any related implementing and delegated regulations, the “Prospectus Regulation”). Investors should not invest in any securities referred to in this announcement except on the basis of information contained in the aforementioned prospectus.

In any EEA Member State other than Sweden, this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of the Prospectus Regulation.

This document and the information contained herein are not for distribution in or into the United States of America. This document does not constitute an offer to sell, or a solicitation of an offer to purchase, any securities in the United States. Any securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold within the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. There is no intention to register any securities referred to herein in the United States or to make a public offering of the securities in the United States.

In the United Kingdom, this document and any other materials in relation to the securities described herein is only being distributed to, and is only directed at, and any investment or investment activity to which this document relates is available only to, and will be engaged in only with, qualified investors (as defined in the Prospectus Regulation as it forms part of domestic law in the United Kingdom by virtue of the European Union (Withdrawal) Act 2018) and 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) high net worth entities, and other persons to whom this announcement may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as “Relevant Persons”). This communication must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this communication 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.

This announcement may include statements that are, or may be deemed to be, “forward-looking statements”. These forward-looking statements may be identified by the use of forward-looking terminology, including the terms “believes”, “estimates”, “plans”, “projects”, “anticipates”, “expects”, “intends”, “may”, “will” or “should” or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. Forward-looking statements may and often do differ materially from actual results. Any forward-looking statements reflect Rusta’s current view with respect to future events and are subject to risks relating to future events and other risks, uncertainties and assumptions relating to Rusta’s business, results of operations, financial position, liquidity, prospects, growth and strategies. Forward-looking statements speak only as of the date they are made.