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20234 Equity Capital Markets Advisors for ISFI Pareto Securities AS

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20234 Equity Capital Markets Advisors for ISFI Pareto Securities AS 20234 Equity capital markets advisors for ISFI Pareto Securities AS – Expression of interest regarding potential advisory role Reference is made to the invitation to express interest regarding a potential advisory role in relation to the potential sale of up to 28.2% in Landsbankinn hf. (“Landsbankinn”). Pareto Securities AS (“Pareto”) hereby express our interest to act as coordinator and bookrunner in the potential transaction, and in the following present Pareto’s qualifications and experience that make us a highly qualified advisor to Icelandic State Financial Investment (“ISFI”). The following is structured in line with the items set out in the invitation document. Contact details The postal address of Pareto Securities AS is P.O. Box 1411 Vika, NO-0115 Oslo, Norway. Visiting address is Dronning Mauds gate 3, 0115 Oslo, Norway. Point of contact will be the financial sector team in the Pareto’s corporate finance department in Oslo: Espen Clason Øivind Mjelde Jens Aschehoug (Partner, Corporate Finance) (Partner, Corporate Finance) (Partner, Equity Capital Markets) Dir: +47 22 87 87 13 Dir: +47 22 87 88 32 Dir: +47 22 87 88 12 Mob: +47 995 81 840 Mob: +47 944 35 899 Mob: +47 91 55 50 57 [email protected] [email protected] [email protected] Pareto is strongly positioned to assist ISFI in a divestment of shares in Landsbankinn Pareto is a leading independent Nordic investment bank offering services within corporate finance, equity & debt capital markets, equity & fixed income sales and trading, equity and credit research in addition to project finance and asset brokerage services. Main office locations include Oslo, Stockholm, Copenhagen, Helsinki, London, New York and Singapore, in addition to a number of offices across the Nordic region and globally. Currently, Pareto employs approximately 400 persons of which the majority is located in Oslo and Stockholm. Corporate Finance & Asset & Contract Equity Capital Markets Debt Capital Markets Research Project Finance Advisory Services Brokerage Mergers, acquisitions Equity sales & trading Debt sales & trading Equity and credit Project finance / asset Sale & purchase of and divestments Equity issuance, listed Bond, convertible and research syndication offshore rigs Initial Public Offerings and non-listed hybrid capital Investment strategy − Shipping/offshore Newbuilds and Equity and debt Block sales, buy backs issuance Macro and industry − Real Estate second-hand capital raising and strategic High yield and research Sales & second-hand Rig charter Debt and acquisitions investment grade Corporate access trading in projects restructuring advisory FX trading & advisory Business mgmt. Financial and strategy Maritime services advisory Fund mgmt. services ~115 professionals across ~70 professionals in the ~30 professionals in the ~50 professionals in ~70 professionals in the ~5 professionals in Norway 9 countries world wide Nordics, UK, US and Nordics, UK, US and Norway, Sweden, UK and Nordics, UK, US and and Singapore Singapore Singapore US Singapore In addition, ~60 employees provide global support and back-office services Pareto Securities AS | Dronning Mauds gate 3 | P.O. Box 1411 Vika | N-0115 Oslo | Norway Tel +47 22 87 87 00 | Fax +47 22 87 87 10 | E-mail [email protected] | Org nr. 956 632 374 MVA | www.paretosec.com 1 Pareto has gained a strong foothold in the Nordic and international capital markets, having raised significant equity and debt for Nordic and international issuers. We have an extensive track record within initial public offerings and listing of clients on regulated markets, including Oslo Børs, NASDAQ Stockholm, New York Stock Exchange and London Stock Exchange. The most versed Nordic ECM manager Global IPO advisor # of NO and SE follow-on transactions, 2012-15 Pareto top 15 IPOs, 2010-15 (USDm) Pareto 64 Gjensidige 1 974 OSE Tinkoff 1 250 LSE Carnegie 62 Aker Drilling 698 OSE Swedbank 45 GasLog 380 NYSE ABG 38 Sevan Drilling 366 OSE Crude Carriers 275 NYSE DNB 28 Avance Gas 275 OSE SEB 24 Nobina 254 NASDAQ Arctic 22 W. Wilhelmsen 232 OSE Morpol 232 OSE Erik Penser 14 Gener8 210 NYSE Nordea 13 Tanker Invest. 193 OSE Handelsbanken 10 Ocean Yield 170 OSE Höegh LNG 131 OSE Remium 10 Western Bulk 126 OSE Experience from relevant transactions in the financial sector The financial sector has been a key focus area for Pareto for many years, and we have successfully established a strong foothold as advisor to Nordic financial institutions. Transaction experience includes equity capital market and debt capital market assignments, in addition to mergers & acquisitions, strategic advisory as well as other ad hoc assignments. Recent equity market transactions vary significantly in size and investor reach, from small start-up equity private placements in Norway and Sweden to major international IPOs. 2009-2010 May 2009 December 2010 February 2012 March 2012 June 2012 March 2013 Sale of a 3.0% stake in Sale of a 2.3% stake in Advisor to the Sale of Kaupthing Singer IPO and listing SpareBank 1 SR-Bank SpareBank 1 SR-Bank Norwegian State Finance & Friedlander’s 4.5% Rights issue Equity issue on Oslo Børs by Sparebankstiftelsen by Sparebankstifelsen Fund in relation to stake in Storebrand capital injection into SR-Bank SR-Bank Norwegian banks NOK 499m NOK 11,800m NOK 234m NOK 194m NOK 1.5bn NOK 70m Joint Financial Advisor Joint Lead Bookrunner Joint Lead Manager Joint Bookrunner Joint Bookrunner Joint Bookrunner Sole Lead Arranger June 2013 October 2013 December 2013 February 2014 March 2014 July 2014 July 2014 BANK Equity private IPO and listing Private Placement Private placement IPO and listing on Private placement Block sale of shares placement London Stock Exchange of shares on Oslo Børs of shares of shares NOK 185m NOK 275m USD 1.25bn NOK 190m NOK 3,250m NOK 600m SEK 130m Sole Lead Arranger Selling Agent Joint Bookrunner Joint Bookrunner Joint Bookrunner Joint Bookrunner Sole Lead Manager November 2014 March 2015 May 2015 June 2015 October 2015 November 2015 December 2015 Private Placement Private placement of Fully guaranteed Private placement Private placement Private placement Rights issue of shares and shares & registration on equity offering of shares of shares of shares Subsequent Offering the Norwegian OTC list NOK 363m NOK 150m NOK 375m SEK 78m NOK 50m NOK 165m SEK 588m Joint Bookrunner Joint Bookrunner Sole Bookrunner Sole Lead Manager Sole Bookrunner Sole Bookrunner Sole Manager Pareto Securities AS | Dronning Mauds gate 3 | P.O. Box 1411 Vika | N-0115 Oslo | Norway Tel +47 22 87 87 00 | Fax +47 22 87 87 10 | E-mail [email protected] | Org nr. 956 632 374 MVA | www.paretosec.com 2 In the context of a potential role for ISFI, a relevant transaction is the NOK 11.8bn IPO and listing on Oslo Børs of Gjensidige Forsikring in 2010 where Pareto acted as Joint Lead Manager, in a syndicate together with Goldman Sachs, Bank of America Merrill Lynch, DNB Markets and Keefe, Bruyette & Woods. Another relevant assignment was when acting as advisor to the State Finance Fund during the financial crisis, where the Norwegian State Finance Fund offered Tier 1 capital to Norwegian banks in form of preference shares and hybrid capital. All of the selected transactions above have been executed by the senior team members listed as project participants later in this document. Sales, trading and equity research Pareto has a sales force of ~110 More than 65% of ECM funds raised outside the Nordics professionals with a wide coverage of Efficient demand by fund for Pareto ECM deals, 2014-15 investors both in the Nordic region and globally, including institutional long-only funds, hedge funds, family offices and retail investors. Other Norway Nordics 17% 18% 33% Pareto’s sales force represents a strong Nordic and international placing power, Pareto total deal value: Other where more than 65% of demand in USD ~9.0bn Nordics in 94 ECM 15% recent transactions has been generated UK transactions outside the Nordics. 32% RoW Americas 67% 17% Within financial sector equity research, Pareto has a team of three analysts covering 18 banks, insurers, consumer Name Ticker Rating Target (NOK) finance and specialty finance companies DNB DNB BUY 140.0 in Norway and Sweden. Coverage of SpareBank 1 SR-BANK SRBANK BUY 67.0 Swedish banks will be expanded to SpareBank 1 SMN MING BUY 75.0 include the four major banks, with SpareBank 1 Nord-Norge NONG BUY 50.0 Sparebanken More MORG BUY 275.0 reinitiating of coverage expected during Sparebanken Vest SVEG BUY 45.0 2Q16 and 3Q16. Sandnes Sparebank SADG HOLD 85.0 Sparebanken Øst SPOG BUY 55.0 The financial sector analyst team has Sparebanken Sør SOR HOLD 165.0 Bank Norwegian BANK BUY 50.0 participated and contributed to a number Komplett Bank KOMP BUY 12.0 of equity market transactions, providing Nordax Group NDX HOLD 45.0 Pareto Bank PARB BUY 35.0 key insights with local knowledge. Gjensidige Forsikring GJF HOLD 135.0 Protector Forsikring PROTCT BUY 80.0 The team is headed by Vegard Toverud, Vardia Insurance Group VARDIA BUY 2.0 who received the 2014 Starmine award Storebrand STB BUY 44.0 B2Holding BTOH BUY 17.5 as best stock picker of all European banks analysts. Pareto Securities AS | Dronning Mauds gate 3 | P.O. Box 1411 Vika | N-0115 Oslo | Norway Tel +47 22 87 87 00 | Fax +47 22 87 87 10 | E-mail [email protected] | Org nr. 956 632 374 MVA | www.paretosec.com 3 Expertise in Icelandic financial institutions Pareto managed the first international bond issue by an Icelandic bank following the financial crisis when acting as sole arranger for Arion Banki’s NOK 500 million issue in March 2013. Since then, Pareto has managed a number of bond issues for Arion, Islandsbanki and Landsbankinn in Nordic currencies, successfully generating demand from investors within and outside the Nordic region.
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