Self Storage Group ASA – Private placement successfully completed
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN, HONG KONG OR THE UNITED STATES OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE SECURITIES DESCRIBED HEREIN.
(Oslo, 24 August 2021) Reference is made to the stock exchange release from Self Storage Group ASA (“SSG” or the “Company”) published earlier today regarding a contemplated private placement. The Company hereby announces that it has raised approximately NOK 300 million in gross proceeds through a private placement of 10,350,000 new shares (the “New Shares”) at a price per share of NOK 29.00 (the “Private Placement”). The Private Placement took place through an accelerated bookbuilding process managed by ABG Sundal Collier ASA and Arctic Securities AS (together the “Managers”) as joint bookrunners after close of market today.
Completion of the Private Placement and the issuance of the New Shares were resolved by the Board of Directors of the Company (the "Board") at a Board meeting held today pursuant to an authorization to increase the share capital granted to the Board by the Company's annual general meeting on 26 May 2021. The Company's share capital following the Private Placement will be NOK 9,467,858 divided into 94,678,584 shares, each with a par value of NOK 0.10.
The net proceeds from the Private Placement will be used to continue to grow the Company’s freehold self-storage footprint in its existing target markets.
The Company’s largest shareholder, Centerbridge Partners, was allocated 3,620,000 New Shares in the Private Placement, equivalent to approximately NOK 105 million, and will, following completion of the Private Placement, hold 24,557,078 shares in the Company. Ulf Tore Hekneby, a related party to the Company’s CFO, Cecilie Brænd Hekneby, was allocated 68,965 New Shares in the Private Placement and will, following completion of the Private Placement, hold 340,705 shares in the Company.
Delivery versus payment settlement of the New Shares will be facilitated by existing and unencumbered shares in the Company being borrowed by Arctic Securities (on behalf of the Managers) from certain existing shareholders pursuant to a share lending agreement between such parties and the Company. The shares allocated in the Private Placement will thus be tradable from allocation. The Managers will settle the share loan with new shares in the Company to be issued pursuant to the resolution of the Board referred to above.
The Company has considered the Private Placement in light of the equal treatment obligations under the Norwegian Securities Trading Act and Oslo Børs' Circular no. 2/2014 and is of the opinion that the waiver of the preferential rights inherent in a private placement is considered necessary in the interest of time and successful completion. Taking into consideration the time, costs and expected terms of alternative methods of the securing the desired funding, the Board of Directors has concluded that the conclusion of the Private Placement on the achieved terms at this time is in the common interest of the shareholders of the Company.
Advokatfirmaet Schjødt AS is acting as Norwegian legal counsel to the Company.
For more information, please contact:
Cecilie Brænd Hekneby, CFO & Investor Relations
Tel: + 47 992 93 826
E-mail: cehe@selfstoragegroup.no
About SSG
Self Storage Group ASA engages in the business of renting out self-storage units to both private individuals and businesses through the two concepts; OK Minilager and City Self-Storage. The company is one of the leading self-storage providers in Scandinavia with a particularly strong position in the Norwegian market. Self Storage Group operates 124 facilities across Scandinavia with a current lettable area of 163,300 square meters as of Q2 2021.
See www.selfstoragegroup.no for more information about the company.
This information is considered to be inside information pursuant to the EU Market Abuse Regulation and is subject to the disclosure requirements pursuant to Section 5-12 the Norwegian Securities Trading Act.
Important information:
The release is not for publication or distribution, in whole or in part directly or indirectly, in or into Australia, Canada, Japan or the United States (including its territories and possessions, any state of the United States and the District of Columbia). This release is an announcement issued pursuant to legal information obligations, and is subject of the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act. It is issued for information purposes only, and does not constitute or form part of any offer or solicitation to purchase or subscribe for securities, in the United States or in any other jurisdiction. The securities mentioned herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "US Securities Act"). The securities may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the US Securities Act. The Company does not intend to register any portion of the offering of the securities in the United States or to conduct a public offering of the securities in the United States. Copies of this announcement are not being made and may not be distributed or sent into Australia, Canada, Japan or the United States.
The issue, subscription or purchase of shares in the Company is subject to specific legal or regulatory restrictions in certain jurisdictions. Neither the Company nor the Managers assume any responsibility in the event there is a violation by any person of such restrictions.
The distribution of this release may in certain jurisdictions be restricted by law. Persons into whose possession this release comes should inform themselves about and observe any such restrictions.
Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.
The Managers are acting for the Company and no one else in connection with the Private Placement and will not be responsible to anyone other than the Company providing the protections afforded to their respective clients or for providing advice in relation to the Private Placement and/or any other matter referred to in this release.