Exercise of the overallotment option in SLP and end of stabilisation period

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NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, AUSTRALIA, HONG KONG, JAPAN, CANADA, NEW ZEELAND, SINGAPORE, SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, DISTRIBUTION OR PUBLICATION WOULD BE UNLAWFUL OR REQUIRE REGISTRATION OR ANY OTHER MEASURES.

Carnegie Investment Bank AB (publ) (“Carnegie”) and Nordea Bank Abp, Sverige Filial (“Nordea” and together with Carnegie, “Joint Global Coordinators”) have exercised the overallotment option of 3,623,188 B-shares in Swedish Logistic Property AB (“SLP” or the “Company”). The stabilisation period has now ended, and no stabilisation actions have been nor will be carried out.

As announced in connection with the offering regarding subscription for B-shares in SLP (the “Offering”) and the listing of the B-share on Nasdaq Stockholm, Carnegie may, acting as stabilisation manager, carry out transactions aimed at supporting the market price of the shares at levels above those which might otherwise prevail in the market. No stabilisation activities have been carried out since the listing and due to SLP’s share price development, Carnegie has decided to end the stabilisation period in advance.

In connection with the Offering, the Company granted an overallotment option to the Joint Global Coordinators, which entitles Carnegie to subscribe up to 3,623,188 additional B-shares in the Company, corresponding to up to 15 percent of the total number of B-shares encompassed by the Offering, in order to cover any overallot­ment in the Offering. The Joint Global Coordinators have today requested to exercise the overallotment option in full.

As a consequence of the exercise of the overallotment option, SLP has resolved to issue 3,623,188 B-shares (at a price corresponding to the issue price in the Offering, SEK 27.00 per B-share), after which the total number of outstanding shares in SLP amounts to 180,709,508 (of which 55,477,965 are A-shares and 125,231,543 are B-shares). The Offering has consequently comprised in total 27,777,778 newly issued B-shares including the overallotment.

In order to facilitate the delivery of B-shares in the Offering, Skandrenting AB, which is controlled by the chairman of the board Erik Selin, and Fridam Fastigheter AB, which is controlled by the CEO Peter Strand, have borrowed 3,623,188 B-shares in the Company to Carnegie. The borrowed B-shares will be returned immediately after registration of the newly issued shares included in the overallotment option.

After the exercise of the overallotment option and registration of the newly issued shares, the Company’s outstanding shares are distributed accordingly:

A-shares
(number)
B-shares
(number)
Total number of shares Total number of votes
55,477,965 125,231,543 180,709,508 402,621,368


About SLP – Swedish Logistic Property
SLP - Swedish Logistic Property - is a Swedish real estate company with a focus on logistics properties. Since its inception, the company has maintained a high pace and in a short time has completed several high-profile acquisitions. SLP has a high ambition regarding sustainability and works responsibly from environmental perspectives. The company’s property portfolio comprises a lettable area of approximately 660,000 square meters. SLP’s share of series B is listed on Nasdaq Stockholm. For further information: slproperty.se.


This press release was published, by the contact person below, on 7 April 2022, at 08.00 a.m. CEST.


For further information:
Peter Strand, CEO of SLP, mobile: +46 (0)705 88 16 61


Important information

This press release is not an offer to sell or a solicitation of any offer to buy any securities issued by Swedish Logistic Property AB in any jurisdiction.

Copies of this press release are not being made and may not be distributed or sent into the United States, Australia, Hong Kong, Japan, Canada, New Zeeland, Singapore, South Africa or any other jurisdiction in which such distribution would be unlawful or would require registration or other measures. The securities referred to in this press release have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and accordingly may not be offered or sold in the United States absent registration or an exemption from the registration requirements of the Securities Act and in accordance with applicable U.S. state securities laws. SLP does not intend to register any offering in the United States or to conduct a public offering of securities in the United States.

A prospectus regarding the Offering described in this release has been published by the Company, and approved and registered by the Swedish Financial Supervisory Authority. Investors should not invest in any securities referred to in this press release except on the basis of information contained in the prospectus and potential investors should read the prospectus before making an investment decision in order to fully understand the potential risks and rewards associated with the decision to invest in the securities. The approval by the Swedish Financial Supervisory Authority of the prospectus should not be understood as an endorsement of the securities that are the subject of such prospectus.

In any EEA Member State other than Sweden (each, a “Relevant Member State”), this press release is only addressed to and is only directed at qualified investors in that Relevant Member State within the meaning of article 2(e) of the Regulation (EU) 2017/1129 (the “Prospectus Regulation”), that is, only to investors who can receive the offer without an approved prospectus in such Relevant Member State.

The contents of this press release have been prepared by and is the sole responsibility of the Company. The information contained in this press release is for background purposes only and does not purport to be full or complete.

This press release is only being distributed to and is only directed at (a) persons who are located outside the United Kingdom, or (b) persons who are located in the United Kingdom that either (i) have professional experience in matters relating to investments falling within Article 19(1) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”), or (ii) are high net worth entities or other persons to whom this press release 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”). This press release must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this press release relates is available only to Relevant Persons and will be engaged in only with Relevant Persons. Persons distributing this press release must satisfy themselves that it is lawful to do so.

Carnegie and Nordea are financial advisors to and are acting exclusively for the Company and no one else in connection with the intended Offering. Carnegie and Nordea will not regard any other person as their respective clients in relation to the intended Offering and will not be responsible to anyone other than the Company for providing the protections afforded to their respective clients nor for giving advice in relation to the intended Offering or any transaction or arrangement referred to in this press release.

Forward-looking statements:

Matters discussed in this press release may constitute forward-looking statements. Forward-looking statements are statements that are not historical facts and may be identified by words such as “believe”, “expect”, “anticipate”, “intends”, “estimate”, “will”, “may”, "continue", “should” and similar expressions. The forward-looking statements in this press release are based upon various assumptions, many of which are based, in turn, upon further assumptions. Although SLP believes that these assumptions were reasonable when made, these assumptions are inherently subject to significant known and unknown risks, uncertainties, contingencies and other important factors which are difficult or impossible to predict and are beyond its control. Such risks, uncertainties, contingencies and other important factors could cause actual events to differ materially from the expectations expressed or implied in this press release by such forward-looking statements. The information, opinions and forward-looking statements contained in this press release speak only as at its date and are subject to change without notice.

Information to distributors

For the purposes of the product governance requirements contained within: (a) EU Directive 2014/65/EU on markets in financial instruments, as amended (“MiFID II”); (b) Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593 supplementing MiFID II; and (c) national implementing measures, (together the “MiFID II Product Governance Requirements”), and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any “manufacturer” (for the purposes of the MiFID II Product Governance Requirements) may otherwise have with respect thereto, the offered shares have been subject to a product approval process, who have established that these shares are: (i) suitable for a target marked consisting of non-professional investors and investors who fulfil the criteria for professional clients and eligible counterparties, each as defined in MiFID II, and (ii) suitable for distribution through all distribution channels that has been approved in MiFID II (“Target Market Assessment”). Irrespective of the Target Market Assessment, distributors should note that: the price of the securities in SLP may decline and investors could lose all or part of their investment; the SLP securities offer no guaranteed income and no capital protection; and an investment in SLP securities is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. The target market assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to any offering.

The target market assessment does not constitute: (a) an assessment of suitability or appropriateness for the purposes of MiFID II; or (b) a recommendation to any investor or group of investors to invest in, purchase, or take any other action whatsoever with respect to the securities of SLP. Each distributor is responsible for undertaking its own target market assessment in respect of the securities of SLP and determining appropriate distribution cha

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Carnegie Investment Bank AB (publ) (“Carnegie”) and Nordea Bank Abp, Sverige Filial (“Nordea” and together with Carnegie, “Joint Global Coordinators”) have exercised the overallotment option of 3,623,188 B-shares in Swedish Logistic Property AB (“SLP” or the “Company”). The stabilisation period has now ended, and no stabilisation actions have been nor will be carried out.
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