HNA/HNB - Hafslund Infratek ASA launches initial public offering

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NOT FOR DISTRIBUTION IN WHOLE OR IN PART IN THE
UNITED STATES, CANADA, AUSTRALIA OR JAPAN
 
 
The board of directors of Hafslund Infratek ASA ("Hafslund Infratek" or the "Company") has resolved to offer between 8,000,000 and 10,000,000 New Shares and the board of directors of Hafslund ASA has resolved to offer up to 10,000,000 Secondary Shares plus an over-allotment option of up to 10 percent of the base deal, in the initial public offering of shares in Hafslund Infratek ASA to be completed in connection with the listing of the Company's shares on the Oslo Stock Exchange. The indicative price range has been set at between NOK 20 to NOK 25 per share, implying a market capitalisation of Hafslund Infratek prior to the Offering of between NOK 634 million and NOK 792 million.
 
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Reference is made to the stock exchange notice from Hafslund ASA of 26 October 2007 where the board of directors of Hafslund ASA announced its intension to establish the business area Technical Services as an independent company, named Hafslund Infratek (the "Company"), through an initial public offering (the "Offering") on the Oslo Stock Exchange.
 
Hafslund Infratek is a leading turn-key supplier of services related to developing, operating and securing critical infrastructure; energy carriers, telecom and security systems. The Company has a strong presence in the southern part of Norway, with growth ambitions both in Norway and the Nordic region. Hafslund Infratek focuses on the corporate market; utility companies, the oil and gas industry and real estate contractors and owners. For the first nine months of 2007 the business area reported a turnover of NOK 947 million.
 
Through the Offering the Company intends to issue between 8,000,000 and 10,000,000 New Shares and Hafslund ASA intends to sell up to 10,000,000 Secondary Shares (together with the New Shares, the "Offer Shares"). In addition, Hafslund ASA has granted an option to Carnegie, as the Stabilisation Manager, to over-allot a number of Secondary Shares equal to 10 percent of the Offer Shares. Prior to the Offering the Company has a total of 31,688,360 shares. Based on the indicative price range, the total value of the Offering, including the Over-allotment Facility, will be up to NOK 495 million. The final number of Offer Shares will be determined after expiry of the book-building period.
 
The book building period will run from and including 19 November 2007 to 30 November 2007 at 16:30 (CET), subject to shortening or extension. Subject to the approval of the Company's application for listing on the Oslo Stock Exchange by the board of Oslo Børs ASA on 28 November 2007, it is expected that dealings in the Shares will commence on or about 5 December 2007.
 
The gross proceeds from the Offering to the Company will amount to approx. NOK 200 million. The net proceeds from the Offering will be used to further strengthen the strategic and financial position of Hafslund Infratek as a stand alone entity. A significant part of the net proceeds will be used to repay debt to the Hafslund Group, mainly related to the financing of working capital. The level of working capital required varies with among others the activity level. At end of October this amounted to approx. NOK 130 million. The remainder of the net proceeds will be used to finance general corporate purposes, including funding general working capital needs and potential smaller acquisitions.
 
- Hafslund Infratek's market position is significantly strengthened over the last few years through increased efficiency, organic growth and strategic acquisitions. A separation of the business area as an independent listed company provides opportunities for further value creation and contributes to increased visibility in the market. This will strengthen our opportunity to become the preferred turn-key supplier within developing, operating and securing critical infrastructure, says Bjørn Frogner, CEO of Hafslund Infratek.
 
- Operational, strategic and financial flexibility are key to players operating in a market in change. Hafslund will retain majority ownership in Hafslund Infratek, and promote further development through active ownership. The IPO of Hafslund Infratek will benefit both employees, customers and owners, says Christian Berg, CEO of Hafslund ASA. 
 
Carnegie is acting as Lead Manager and Sole Bookrunner for the Listing and the Offering, while DnB NOR Markets is acting as Co-Lead Manager for the Offering.
 
For further details on the Offering and the Listing, please refer to the Prospectus dated 16 November, available at the Company business address and web-site, in addition to the Managers offices and web-sites.
 
Oslo, 19 November 2007
 
For further information, please contact:
Bjørn Frogner, CEO: + 47 913 79 505
Heidi Ulmo, CFO: + 47 909 19 325
www.infratek.no
 
About Hafslund Infratek:
Hafslund Infratek is a leading turn-key supplier of services related to developing, operating and securing critical infrastructure; energy carriers, telecom and security systems. The Company has a strong presence in the southern part of Norway, with growth ambitions in Norway and the Nordic region. Hafslund Infratek focuses on the corporate market; utility companies, the oil and gas industry and real estate contractors and owners. For the first nine months of 2007 the business area reported a turnover of NOK 947 million.
 
The Company has about 1,500 employees and represents a separation of the business area Technical services from the Hafslund Group. Hafslund Infratek shall take an active role in the market for technical services, both from an organic and structural point of view.
 
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THIS PRESS RELEASE SHALL NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY ANY SECURITIES OF HAFSLUND INFRATEK IN THE UNITED STATES, NOR SHALL THERE BE ANY SALE OF THESE SECURITIES IN ANY STATE THEREOF IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL PRIOR TO REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS OF ANY SUCH STATE.  THE SECURITIES OF HAFSLUND INFRATEK MAY ONLY BE OFFERED AND SOLD IN THE UNITED STATES PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT FILED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR PURSUANT TO AN EXEMPTION FROM THE REGISTRATION AND PROSPECTUS DELIVERY REQUIREMENTS OF THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED.  ANY PUBLIC OFFERING OF THE HAFSLUND INFRATEK'S SECURITIES IN THE UNITED STATES WILL BE MADE ONLY BY MEANS OF A PROSPECTUS THAT MAY BE OBTAINED FROM HAFSLUND INFRATEK AND THAT WILL CONTAIN DETAILED INFORMATION ABOUT THE COMPANY AND MANAGEMENT, AS WELL AS FINANCIAL STATEMENTS AND OTHER INFORMATION RELEVANT TO INVESTORS.

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