Exercise of the over-allotment option in Instalco
Not for publication, distribution or release, directly or indirectly, in or into the United States, the United Kingdom, Canada, Australia, South Africa or Japan or any other state or jurisdiction in which such measure would be unlawful or require additional registration or any other actions to be taken in addition to the requirements under Swedish law.
The Joint Bookrunners (as defined below) have notified Instalco Intressenter AB (“Instalco” or the “Company”) and FSN Capital GP IV Limited as general partner in FSN Capital IV L.P., FSN Capital IV (B) L.P. and FSN Capital IV Invest L.P. (”FSN Capital IV”, or the ”Principal Shareholder”) that the over-allotment option has been exercised in full in respect of 2,639,761 shares in Instalco.
- In connection with the initial public offering of Instalco, FSN Capital IV granted the Joint Bookrunners an over-allotment option of up to 2,639,761 shares to be used to cover over-allotment of shares and stabilisation of the share price after the listing.
- No price stabilisation has been carried out since the listing, and considering the Company’s share price development, the Joint Bookrunners have decided to exercise the over-allotment option in full and to terminate the stabilisation period.
- The exercise of the over-allotment option means that a total of 20,238,172 shares have been sold through the offering, corresponding to approximately 43.7 percent of the total number of shares outstanding in Instalco.
- Following the exercise of the over-allotment option, FSN Capital IV holds 9,072,908 shares in Instalco, corresponding to approximately 19.6 percent of the total number of shares and votes in the company.
In connection to the listing, SEB Corporate Finance acted as Global Coordinator and Joint Bookrunner, and Carnegie Investment Bank acted as Joint Bookrunner (collectively, the “Joint Bookrunners”). Setterwalls Advokatbyrå was legal adviser to the Company and the Principal Shareholder and White & Case was legal adviser to the Joint Bookrunners.
This information is information that Instalco Intressenter 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 persons set out below, at 19 May 2017 18.30 CET.
For further information:
Adrian Westman, Head of IR, telephone 0735 09 04 00
Instalco was formed on the initiative of its CEO, Per Sjöstrand, in February 2014 by a consolidation of five installation companies, each with long and successful history. Instalco’s business concept is to be able, through cooperation between locally leading and highly specialised units, to offer competitive multi-disciplinary solutions, while the same time achieving coordination benefits. Since its formation the Company has demonstrated strong growth (Instalco has increased its revenue more than fourfold between 2014 and 2016), driven primarily by acquisitions but also through organic growth. The positive effects of coordination have become visible through, for example, collaboration within multi-disciplinary projects and purchasing cooperation. Instalco’s ability to offer multidisciplinary installation and service solutions provides a safer and better coordinated offering to customers. The Company has a decentralised structure aimed at encouraging a strong entrepreneurial spirit and although the Company itself is relatively young, its units possess long experience of complex installations in various environments and within several disciplines. Pro forma for the 2016 financial year, Instalco had net sales of SEK 2,852 million and an adjusted EBITA of SEK 219 million, corresponding to an adjusted EBITA margin of 7.7 percent.
About FSN Capital
Since inception in 2000, FSN Capital’s funds jointly have raised EUR 2.2 billion in total commitments and have to date made 30 platform investments in medium sized Nordic companies with the aim to create value through growth initiatives and operational improvements. Among current and past investments are Actic, Troax, Kjell & Company, Bygghemma and CTEK.
This press release does not contain or constitute an invitation or an offer to acquire, sell, subscribe or otherwise trade in shares or other securities in Instalco. Invitation to the persons concerned to acquire shares in Instalco has only been made through the prospectus made public by the Company in connection with the Offering. This press release has not been approved by any regulatory authority and is not a prospectus and accordingly, investors should not acquire any securities referred to in this press release, except on the basis of information provided in the prospectus referred to above.
This communication is not being made in and copies of it may not be distributed or sent, directly or indirectly, into the United States, the United Kingdom, Canada, Australia, South Africa, Japan or any other state or jurisdiction in which release, publication or distribution would be unlawful or require additional registration or any other actions to be taken in addition to the requirements under Swedish law.
This communication is not an offer of securities for sale in the United States. The securities referred to herein may not be sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended. Instalco does not intend to register any of the securities in the United States or to conduct a public offering of the securities in the United States.
This communication does not constitute an offer of the securities to the public in the United Kingdom. No prospectus has been or will be approved in the United Kingdom in respect of the securities. This communication is being distributed to and is directed only at (i) persons who are outside the United Kingdom or (ii) persons who are investment professionals within the meaning of Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) and (iii) high net worth entities, and other persons to whom it 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”). Any investment activity to which this communication relates 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 communication may contain certain forward-looking statements which reflect Instalco’s current view on future events and financial and operational development. Words such as “intend”, “will”, “expect”, “anticipate”, “may, “plan”, “estimate” and other expressions than historical facts which imply indications or predictions of future development or trends, constitute forward-looking statements. Forward-looking statements inherently involve both known and unknown risks and uncertainties as they depend on future events and circumstances. Forward-looking statements do not guarantee future results or development and the actual outcome could differ materially from the forward-looking statements. The information, opinions and forward looking statements concluded in this announcement speak only as of its date and are subject to change without notice.