NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, HONG KONG, CANADA, NEW ZEELAND, JAPAN, SWITZERLAND, OR SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL OR REQUIRE REGISTRATION OR ANY OTHER MEASURES. OTHER RESTRICTIONS ARE APPLICABLE. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THE PRESS RELEASE.
Akelius offers common shares of class D to the general public in Sweden and institutional investors in Sweden and abroad.
Akelius plans to list the D-shares on Nasdaq First North Growth Market Stockholm.
The D-shares will be denominated in EUR and any dividends will be paid in EUR.
The price per D-share in the offer will be set between EUR 1.75 and EUR 1.85.
The base offer comprises up to 110,000,000 D-shares.
The offer may be increased by up to an additional 110,000,000 D-shares.
The offer price and the size of the offer are expected to be announced 2019-10-04.
The offer price will be determined through a book building process.
First day of trading in the D-shares is expected to be 2019-10-04.
Settlement is expected to be 2019-10-08.
If 110,000,000 D-shares are issued,
the gross value of the offer would be EUR 203,500,000, priced at the top end of the range,
and EUR 192,500,000, priced at the lower end of the range.
If the offer is increased in full with an additional 110,000,000 D-shares,
the gross value of the offer would be EUR 407,000,000, priced at the top end of the range,
and EUR 385,000,000, priced at the lower end of the range.
Transaction costs, which will be deducted from the offer proceeds, are estimated to be EUR 4.3-6.6 million.
Akelius plans to use the proceeds from the offer to repay capital that credit rating agencies, in whole or partly, classify as debt.
This will support capital raising and growth through acquisitions of companies and properties.
Akelius is striving for a credit rating of BBB+ or better.
The current rating is BBB.
The application period for the general public in Sweden will take place between 2019-09-19 and 2019-10-02.
The application period for institutional investors will take place between 2019-09-19 and 2019-10-03.
The full prospectus will be available in Swedish and English on Akelius' homepage www.akelius.com.
The offer is subject to resolution by the board to issue the D-shares.
The rationale for the deviation from the shareholders' preferential rights is to achieve a strong institutional ownership base and wide distribution of the D-share among the public.
This will facilitate regular and liquid trading in the D-share.
At the same time Akelius raises capital in a time and cost efficient manner as part of its efforts to increase its credit rating.
Deutsche Bank Aktiengesellschaft and Swedbank AB are acting as Global Coordinators and Avanza is Retail Distributor.
Gernandt & Danielsson Advokatbyrå KB is legal adviser to the company.
Linklaters Advokatbyrå is legal adviser to the Global Coordinators.
+46 768 07 97 02
This information is information that Akelius Residential Property AB (publ) is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, 2019-09-18 at 08.00am CET.
Akelius Residential Property AB's preference shares are listed on Nasdaq First North Growth Market Stockholm.
Avanza Bank is the Certified Adviser of the company, email@example.com, +46-8-409 421 20.
This announcement does not constitute an offer to sell or a solicitation of any offer to buy any securities in any jurisdiction where such offer or sale would be unlawful or require registration or any other measures.
Copies of this announcement are not being made and may not be distributed or sent into the United States, Australia, Hong Kong, Canada, New Zeeland, Japan, Switzerland or South Africa or any other jurisdiction in which such distribution would be unlawful or would require registration or other measures.
This announcement and the information contained herein are not for distribution, directly or indirectly, in or into the United States (including its territories and possessions, any State of the United States and the District of Columbia). This announcement does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States. The D-shares mentioned herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended.
The D-shares may not be offered or sold in the United States. There will be no offer of securities in the United States. The securities described herein have also not been and will also not be registered under the applicable securities laws of Australia, Hong Kong, Canada, New Zeeland, Japan, Switzerland or South Africa, or any other jurisdiction in which such registration would be unlawful, and, subject to certain exemptions, may not be offered or sold in or into or for the account or benefit of any person having a registered address in, or located or resident in Australia, Hong Kong, Canada, New Zeeland, Japan, Switzerland or South Africa. There will be no public offering of the securities described herein in the United States, Australia, Hong Kong, Canada, New Zeeland, Japan, Switzerland or South Africa, or any other jurisdiction in which such public offering would be unlawful or would require registration or other measures.
This announcement and any other materials in relation to the securities described herein are directed only at (i) persons who are outside the United Kingdom or (ii) persons who have professional experience in matters relating to investments falling within Article 19(2) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended from time to time (the "Order") or (iii) high net worth entities, and other persons to whom it may lawfully be communicated, falling within Article 49(2) of the Order or (iv) certified high net worth individuals and certified and self-certified sophisticated investors as described in Articles 48, 50, and 50A respectively of the Order or (v) persons to whom this communication may otherwise be lawfully communicated (all such persons together being referred to as "Relevant Persons"). Any investment activity to which this communication relates will only be available to, and will only be engaged with, Relevant Persons. Any person who is not a Relevant Person should not act or rely on this document or any of its contents.
This announcement is distributed in any member state of the European Economic Area where the Commission Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 and thereto related Commission Delegated Regulations apply (the "Prospectus Regulation") only to those persons who are qualified investors for the purposes of the Prospectus Regulation in such member state, and such other persons as this document may be addressed on legal grounds, and no person that is not a Relevant Person or qualified investor may act or rely on this document or any of its contents.
Deutsche Bank Aktiengesellschaft and Swedbank AB (publ) ("Global Coordinators") are acting exclusively for Akelius Residential Property AB (publ) and no one else in connection with the offer and admission of the D-shares to trading, and neither will regard any other person as its client in relation to the offer and will not be responsible to anyone other than Akelius Residential Property AB (publ) for providing the protections afforded to their respective clients, nor for providing advice in relation to the offer or the contents of this announcement or any transaction, arrangement or other matter referred to herein.
Neither of the Global Coordinators, nor any of their respective subsidiary undertakings, affiliates or any of their respective partners, directors, officers, employees, advisers, agents or any other person accepts any responsibility or liability whatsoever for, or makes any representation or warranty, express or implied, as to the truth, accuracy, completeness or fairness of the information or opinions in this announcement (or whether any information has been omitted from the announcement) or any other information relating to Akelius Residential Property AB (publ), or any of its subsidiaries or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of this announcement or its contents or otherwise arising in connection therewith.
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