CORRECTION: Selvaag Bolig ASA - Initial Public Offering and announcement of transaction details
NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, HONG KONG OR JAPAN OR ANY OTHER JURISDICTION IN WHICH SUCH DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS STOCK EXCHANGE NOTICE.
Oslo, 22 May 2012: Selvaag Bolig ASA ("Selvaag Bolig" or the "Company", ticker "SBO")
Reference is made to the stock exchange announcements dated 24 April 2012 regarding Selvaag Bolig's application for listing of the Company's shares (the "Shares") on Oslo Børs (the "Listing") and the planned share capital increase in the form of an initial public offering of new Shares (the "Offer Shares") prior to the Listing (the "Offering").
The Company contemplates to raise NOK 500 million to NOK 800 million as part of the Offering, with an over-allotment option of an additional 10%, through the issuance of up to 34,093,398 Offer Shares (including any Shares issued pursuant to a greenshoe option). An indicative price range has been set from NOK 25 to NOK 32 per Offer Share. The final offer price per Offer Share (the "Offer Price") will be set by the board of directors of the Company in consultation with the managers following the expiry of the bookbuilding period/application period for the Offering.
The current number of Shares in Selvaag Bolig is 68,186,796. Based on the indicative price range, the indicative pre-money equity valuation of the Company is approximately NOK 1.7 billion to NOK 2.2 billion.
Selvaag Gruppen AS, the main shareholder in the Company, has pre-applied for Offer Shares for NOK 175 million. It is expected that Selvaag Gruppen AS will maintain an ownership in the region of 50% following the Offering and any exercise of the over-allotment option.
In parallel with, and as part of, the Offering, the Company will carry out a private placement of Offer Shares directed towards Svithun Finans AS in order to settle NOK 40 million of a NOK 50 million seller's credit provided by Svithun Finans AS in connection with the purchase of the remaining shares in Bo En AS. Such part of the seller's credit shall be settled by issuance of Offer Shares to Svithun Finans AS at the Offer Price for NOK 40 million. Svithun Finans AS has pre-applied for Offer Shares at the Offer Price, for a total amount of NOK 40 million.
The Offering will comprise
- an institutional offering, in which Offer Shares are being offered (i) to investors in Norway, (ii) to investors outside Norway and the United States subject to applicable exemptions from local prospectus and other filing requirements, and (iii) in the United States, to "qualified institutional buyers" ("QIBs") as defined in, and in reliance on, Rule 144A under the United States Securities Act of 1933, as amended (the "US Securities Act"); subject to a minimum application amount of NOK 1,000,000 per applicant;
- a retail offering, in which Offer Shares are being offered to the public in Norway, subject to a minimum application amount of NOK 10,500 and a maximum application amount of NOK 999,999 per applicant; and
- an employee offering, in which Offer Shares are being offered to the Company's eligible employees, subject to a minimum application amount of NOK 10,500 and a maximum application amount of NOK 100,000 per applicant, and with a discount of 20% on the Offer Price for each eligible employee.
All offers and sales outside the United States will be made in reliance on Regulations S under the US Securities Act.
Completion of the Offering is conditional upon (i) the Company's board of directors approving the Offering, including resolving the Offer Price, the number of Offer Shares to be issued by the Company and the allocation of the Offer Shares, (ii) Oslo Børs having approved the Listing Application, and (iii) the Company, subject to completion of the Offering, satisfying the conditions for listing on Oslo Børs, as decided by Oslo Børs.
The book-building period for the institutional offering commences on 23 May 2012 at 09:00 hours (CET) and lasts until 17:30 hours (CET) on 7 June 2012, subject to shortening or extension. The application period for the retail offering and employee offering commences on 23 May 2012 at 09:00 hours (CET) and lasts until 12:00 hours (CET) on 7 June 2012, subject to shortening or extension. The first day of listing is expected to be on or about 14 June 2012.
The terms and conditions of the Offering will be presented in the prospectus prepared in connection with the Offering and the Listing of Selvaag Bolig (the "Prospectus"), which is expected to be published on or about 23 May 2012, subject to the approval by the Financial Supervisory Authority of Norway. The Prospectus will be available at www.selvaagbolig.no, www.abgsc.com, www.dnb.no/emisjoner and www.paretosec.no. Following the publication of the Prospectus, a printed copy of the Prospectus can be obtained free of charge at the offices of Selvaag Bolig at Lørenvangen 22, NO-0580 Oslo, Norway, or by contacting one of the managers.
Investing in the Company's Shares, including the Offer Shares, involves material risks. Risk factors will be further described in the Prospectus.
ABG Sundal Collier, DNB Markets and Pareto Securities are acting as Joint Lead Managers for the Offering. ABG Sundal Collier and DNB Markets are acting as Joint Bookrunners for the Offering. ABG Sundal Collier, DNB Markets and Pareto Securities will jointly recommend the allocation of Offer Shares in the Offering.
Further information about the listing and the forthcoming issue will be published continuously.
For further information, please contact:
Baard Schumann, CEO Selvaag Bolig
Phone: +47 940 80 000, e-mail: bas@selvaagbolig.no
or
Haavard Rønning, CFO Selvaag Bolig
Phone: +47 400 20 019, e-mail: hroe@selvaagbolig.no
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About Selvaag Bolig:
Selvaag Bolig ASA is a residential developer that provides different housing concepts to suit aspirations of different households in and around main cities in Norway and over time in selected cities in Scandinavia. The Company's prime focus is the Greater Oslo area, Stavanger, Bergen and Stockholm; areas with large and growing populations. The Company acquires and develops new residential land plots, and controls the entire value chain from acquisition of the land plots to the sale and delivery of the residential units. The Company targets a delivery of 1,500 residential units per year, and has a land portfolio on which it can develop approximately 9,000 residential units. Selvaag Bolig targets broad customer groups through the residential living concepts Selvaag Start, Selvaag Hjem and Selvaag Pluss. The Company is headquartered at Løren in Oslo.