Axactor completes NOK 598 million private placement to finance participation in co-investment partnership and further growth
Oslo, 14 August 2017 - Axactor AB (publ) ("Axactor" or the "Company") has today completed a private placement with gross proceeds of NOK 598 million (the "Private Placement") in order to fund Axactor's equity investment in the portfolio investment company to be established together with Geveran Trading Co. Limited, a company indirectly controlled by trusts established by Mr. John Fredriksen for the benefit of his immediate family ("Geveran"), and further portfolio acquisitions.
Axactor has through the Private Placement placed 240 million new shares (the "Offer Shares") for gross proceeds of NOK 598 million. The subscription price per Offer Share (the "Offer Price") was set at NOK 2.49, equal to the close price on 11 August 2017.
The Private Placement was directed at Geveran and existing shareholders of Axactor. Following completion of the Private Placement, Geveran will own 151 million shares, representing 9.96 per cent of the outstanding shares. Management did not participate in the Private Placement due to certain restrictions under Swedish law.
DNB Markets, a part of DNB Bank ASA acted as manager for the Private Placement (the "Manager").
Notification of allotment will be sent to the applicants by the Manager on or about 14 August 2016.
In order to provide for prompt registration of the share capital increase, the Company and the Manager have entered into an agreement related to pre-funding of the payment for the Offer Shares allocated in the Private Placement, such agreement regulating inter alia certain rights and obligations of the Company and the Manager related to the pre-funding.
The Private Placement is divided into i) a tranche 1 consisting of 75,610,500 Offer Shares (the "Tranche 1"), and ii) a tranche 2 consisting of 164,389,500 Offer Shares (the "Tranche 2").
The Tranche 1 shares are tradable once the share capital has been registered in the Swedish Companies Registry and announced by the Company, expected on or about 17 August 2017. The Offer Shares in Tranche 1 will be settled through a delivery versus payment transaction expected on or about 18 August 2017.
The Offer Shares in Tranche 2 will be settled through a delivery versus payment transaction following the registration of the share capital in the Swedish Companies Registry and approval of a listing prospectus by the Swedish Financial Supervisory Authority. The settlement of Tranche 2 is expected in the second half of September 2017 and the Offer Shares in Tranche 2 will be tradable from the same time.
The Offer Shares to be issued in connection with the Private Placement will be issued based on the board authorisation granted by the Company's annual general meeting on 31 May 2017. Following the registration of the new share capital in Tranche 1 and Tranche 2, the Company will have 1,516,488,769 shares outstanding and a total share capital of EUR 79,312,362.62.
As a consequence of the private placement structure, the shareholders' preferential rights were deviated from. After due considerations, the Board of Directors of the Company is of the opinion that the Private Placement is in the best interest of the Company and its shareholders. The Board of Directors has taken into consideration, among other things, the fact that the Private Placement was required in order to agree the letter of intent regarding the establishment of the portfolio investment company with Geveran and that the Private Placement will enable Axactor to further strengthen its shareholder base with Geveran, a strategic and high quality investor with long experience within the sector, and that the Offer Price is equal to the market price of the shares. The Board of Directors is of the opinion that there are sufficient reasons to deviate from the shareholders' pre-emption right to subscribe for the new shares.
As described in the Company's stock exchange notice regarding the establishment of the investment portfolio company with Geveran, Axactor has resolved to grant 130,000,000 American style warrants in Axactor to Geveran in relation to the establishment of the portfolio investment company.
Due to the changes in the ownership structure following completion of the Private Placement, Geveran has requested that the Board of Directors call for an extraordinary general meeting in order for Geveran to have one representative in the Board of Directors. The nomination committee has been notified and will start its work to evaluate changes to the new Board of Directors. The Board of Directors will call for an extraordinary general meeting as soon as the nomination committee has made a proposal.
For additional information, please contact:
Endre Rangnes, CEO Axactor
Mobile phone: +47 4822 1111
Geir Johansen, CFO & Investor Relations, Axactor
Mobile phone: +47 4771 0451
Axactor Group specializes in both Debt Collection and Debt Purchasing across several countries, with operations in Italy, Germany, Norway, Sweden and Spain. The company has a Nordic base and an ambitious Pan-European growth strategy, which targets the market for non-performing loans (NPL) in Europe. This market is estimated to be about 1,500 billion euros across Europe providing significant opportunities for Axactor's future expansion. Axactor has approximately 888 employees.