Ambea publishes prospectus for Initial Public Offering on Nasdaq Stockholm

Ambea AB (publ) (”Ambea” or the ”Company”), a leading provider of care services in Sweden, announced on March 13, 2017 its intention to launch an Initial Public Offering of the Company’s shares on Nasdaq Stockholm. Today, the Company publishes the prospectus for the offering (the “Offering”).

The Offering in brief:

• The price per share in the Offering is SEK 75, corresponding to a value of the total number of outstanding shares in Ambea upon completion of the Offering of SEK 5,071 million
• The Offering comprises 26,565,495 shares of which 2,666,667 shares will be issued by the Company and 23,898,828 existing shares will be offered by ACTR Holding AB, controlled by Actor SCA, a partnership between funds advised by Triton and KKR respectively (jointly the “Principal Owner”[1]). The Offering will provide Ambea with gross proceeds of SEK 200 million
• In order to cover the over-allotment option in relation to the Offering, the Principal owner will, on request from Joint Bookrunners (please find definition below), undertake to offer up to 3,984,824 additional existing shares (the “Over-Allotment Option”), corresponding to up to 15.0 percent of the number of shares in the Offering
• Assuming a full exercise of the Over-Allotment Option, the value of the Offering will amount to approximately SEK 2,291 billion and correspond to approximately 45.2 percent of the total number of outstanding shares in Ambea upon completion of the Offering
• Fidelity International on behalf of various funds, Investment AB Öresund, Carve Capital AB, Catella Fondförvaltning AB, Didner & Gerge Fonder AB and RAM One AB have committed, subject to the fulfilment of certain conditions, to acquire shares in the Offering corresponding to 3.9 percent, 3.9 percent, 3.0 percent, 3.0 percent, 3.0 percent and 2.0 percent respectively of the total number of shares in the Company upon completion of the Offering
• The commitments from the six cornerstone investors amounts to SEK 950 million, corresponding to approximately 47.7 percent of the number of shares in the Offering (approximately 41.5 percent of the number of shares in the Offering assuming a full exercise of the Over-Allotment Option)
• The Offering consists of an offering to institutional investors as well as an offering to the general public in Sweden and to employees of the Ambea Group
• Trading in the Ambea shares on Nasdaq Stockholm is expected to begin on March 31, 2017 under the ticker “AMBEA” and settlement is expected to take place on April 4, 2017
• A prospectus with full terms and conditions is published today March 20, 2017, on Ambea’s website, Carnegie’s website for on-going offerings and on Nordea’s website for prospectuses

Prospectus and application forms
The prospectus (in Swedish and English) and application form (in Swedish) are published on Ambea’s website, www.ambea.se, Carnegie’s website for on-going offerings www.carnegie.se/om-carnegie/kontakt/pagaende-erbjudanden/ and on Nordea’s website. Application can also be made through Nordnet’s Internet service, www.nordnet.se.

Preliminary timetable
Application period for institutional investors: March 21-30, 2017
Application period for the general public in Sweden: March 21-29, 2017
Application period for employees of the Ambea Group: March 21-29, 2017
First day of trading on Nasdaq Stockholm: March 31, 2017
Settlement day: April 4, 2017

Advisors
Carnegie and Nordea are Joint Global Coordinators and Joint Bookrunners. Danske Bank is Joint Bookrunner. Sundling Wärn Partners is financial advisor to the Company and Principal Owner. Vinge and Latham & Watkins are legal advisors to the Company and the Principal Owner and White & Case is legal advisor to Joint Bookrunners.

Fredrik Gren, CEO and President of Ambea:

”Ambea has achieved strong growth in combination with high quality and today has around 200 Swedish municipalities as clients. The need for care is large and growing, and we want to contribute to solve this challenge for society. Our strategy is to contribute to strengthen the care for our elderly and those in need of special support, by working with improvements in quality, developing new units and focusing on competence development. Transparency and quality are of high importance in order to become a successful care provider in the long-term. We therefore view the listing, with broadened ownership and clear transparency requirements, as essential in our ambition to contribute to the development of care in our community.”

Lena Hofsberger, Chairman of the Board of Ambea:

”I have a strong belief in Ambea’s future prospects. The large interest from new, long-term and professional owners confirms that Ambea's consistent focus on quality in all areas of the business has been successful. The Company has established a leading position on the Swedish care market with attractive growth opportunities in Ambea’s focus areas, own management and residential care. Therefore it is the right time in the Company’s development to broaden its ownership base, which will lead to an increased confidence in the company.”

[1] ”Triton” referring to Triton Fund III L.P., advised by Triton Managers III Limited. ”KKR” referring to KKR Actor Investor S.à r.l., which is indirectly controlled by KKR European Fund III, L.P., advised by Kohlberg Kravis Roberts & Co. L.P.

For further information, please contact:

Louise Tjeder, Head of IR and Strategy at Ambea
Telephone: +46 73 143 17 68
E-mail: louise.tjeder@ambea.se

Nanna Wedar, Head of Communications
Telephone: +46 70 166 58 88
E-mail: nanna.wedar@ambea.se