Contemplated private placement
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN OR THE UNITED STATES
Axactor AB (the "Company") has retained Carnegie and DNB Markets (the "Managers") to advise on and effect a private placement of new shares directed towards Norwegian and international investors after the close of Oslo Stock Exchange today (the "Private Placement").
In the Private Placement, the Company is offering between 171 and 220 million new shares, representing between 24% and 31% of the currently outstanding capital of the Company not taking into account the additional shares pending issuance to the sellers of IKAS. The subscription price in the Private Placement will be determined through an accelerated bookbuilding process. The minimum subscription in the Private Placement has been set to the number of new shares that equals an aggregate subscription price of at least the NOK equivalent of EUR 100,000.
The Company has received significant pre-commitments from existing shareholders, as well as new institutional investors to subscribe for shares in the Private Placement.
The Company is well advanced in negotiations regarding acquisitions of multiple sizable debt portfolios in Spain, which may be concluded over the shorter term and require capital. In addition, the Company is actively considering strong platforms to acquire in the Italian and German markets which are believed to represent opportunities for further growth of the Axactor brand. In order to be in the best possible position to secure a successful outcome of the ongoing acquisition processes, the Company is raising new capital. In addition to raising new equity, a large Nordic bank with deep knowledge and extensive experience from the credit management industry is committed to make available EUR 25 million in additional financing under the current loan facility that the company has in place with DNB. The funds are expected to be made available after the documentation process which normally takes 2-3 weeks.
The net proceeds from the Private Placement will thus be used for acquisitions of non-performing loan portfolios and collection platforms, as well as for general corporate purposes.
The bookbuilding period for the Private Placement opens today at 16:30 CET and closes 26 May 2016 at 08:00 CET. The Company may, however, at any time resolve to close or extend the bookbuilding period at its sole discretion and on short notice.
The Company will announce the final number of shares placed and the final subscription price in the Private Placement in a stock exchange announcement expected to be published before opening of trading on the Oslo Stock Exchange tomorrow, 26 May 2016.
The new shares to be issued in connection with the Private Placement will be issued based on the board authorisation granted by the Company's extraordinary general meeting on 23 December 2015. The waiver of the preferential rights inherent in a private placement is considered necessary in the interest of time and successful completion.
Notification of allotment and payment instructions will be sent to the applicants by the Managers on or about 26 May 2016, subject to any shortenings or extensions of the book building period. In order to provide for prompt registration of the share capital increase, the Company and the Managers expect to enter 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 Managers related to the pre-funding. Payment for the allocated new shares is expected to take place on or about 3 June 2016 with delivery on or about 6 June 2016, subject to approval of a listing prospectus by the Swedish Financial Supervisory Authority which is expected on or about 2 June 2016.
The share issuance will be carried out as a private placement in order to complete a transaction and without the significant discount typically seen in rights issues, and also for the Company to be able to complete a transaction in today's market conditions. As a consequence of the private placement structure, the shareholders' preferential rights will be deviated from.
The Board of Directors will consider to carry out a subsequent offering directed towards shareholders in the Company as of close of trading today, 25 May 2016 (and as registered in the VPS on 27 May 2016) who were not allocated shares in the Private Placement, and who are not resident in a jurisdiction where such offering would be unlawful, or would (in jurisdictions other than Sweden or Norway) require any prospectus filing, registration or similar action (the "Subsequent Offering"). The subscription price in the Subsequent Offering will be equal to the subscription price in the Private Placement. The decision to propose the Subsequent Offering is, among other things, dependent upon the subscription price in the Private Placement and it cannot be guaranteed that the Board of Directors will propose the Subsequent Offering. Further, any Subsequent Offering will be dependent on the Annual General Meeting of the Company resolving on a general authorization to the Board of Directors to issue new shares in the Company.
For further information, please contact:
Chief Executive Officer
Tel: +46 8 402 28 00
Cell Phone: +47 48 22 11 11
Chief Financial Officer
Cell Phone: +47 477 10 451