Offering price for SLP’s initial public offering set at SEK 27.00 per share of series B – the trading on Nasdaq Stockholm commences today

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.

Swedish Logistic Property AB (“SLP” or the “Company”) today announces the outcome of the offer to the general public of the Company’s series B shares (the “Offering”) and the listing of the Company’s shares on Nasdaq Stockholm. The Offering attracted very strong interest, both from institutional investors in Sweden and internationally as well as the general public in Sweden. The Offering has thus been oversubscribed multiple times. The trading on Nasdaq Stockholm commences today 23 March 2022.

The Offering in brief:

• The final price in the Offering has been set to SEK 27.00 per share of series B, corresponding to a valuation of all outstanding shares of series A and series B in the Company of approximately SEK 4,879m after the completion of the Offering and including overallotment.
• The Offer (including overallotment) encompassed 27,777,778 newly issued shares of series B, corresponding to a dilution of approximately 15.4 percent of the total number of shares and approximately 6.9 percent of the total number of votes in the Company.
• 15 percent of the total number of shares of series B encompassed by the Offering enable overallotment (the ”Overallotment Option”). The Overallotment Option will be able to be exercised by the Joint Global Coordinators in full or part during a period of 30 calendar days from the first day of trading in the Company’s shares on Nasdaq Stockholm.
• Provided that the Overallotment Option is fully exercised, the newly issued shares will add approximately SEK 750m to the Company before transaction costs.
• A number of Swedish and international institutional investors (the ”Cornerstone investors”[1]) have, on the same conditions as other investors, undertaken to subscribe for series B shares for an aggregate value of SEK 480m, corresponding to approximately 64 percent of the Offering, provided that the Overallotment Option is exercised in full.
• The trading in SLP’s shares of series B on Nasdaq Stockholm commences today, 23 March 2022, under the name (ticker) SLP B.
• Trading is conditional until the settlement date, which is expected to be on 25 March 2022.
• In order to facilitate the delivery of 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 in total 27,777,778 series B shares in the Company to Carnegie. The borrowed shares will be returned immediately after registration of the newly issued shares included in the Offering.

Comment from Erik Selin, Chairman of the Board of SLP:

“SLP has had a fantastic journey and we welcome all new shareholders to the company. With SLP’s strong business model and bright future outlook, the listing on Nasdaq Stockholm will provide further support to finance continued sustainable and long-term growth.”

Comment from Peter Strand, CEO of SLP:

“We are very happy of the strong interest we have seen from both institutional and private investors. The strong interest evinces trust in our business model of acquiring, refining and managing logistics properties with focus on sustainability. We welcome all our new shareholders in the company and look forward to in the public market continue generating sustainable value growth.”

About SLP:

SLP’s business concept is to acquire, develop and manage logistics properties with sustainability in focus. The Company is expanding and improving its property portfolio at a high pace and has a clear growth ambition. This is made possible by short decision paths and financial strength. The overall goals are to generate an average annual growth in net asset value (NAV) per share of at least 15 percent and an average annual increase in income from property management of at least 15 percent per share. The work with sustainability is an integral part of SLP's operations, business model and daily work and is followed up through the Company's sustainability goals.

SLP’s properties are located in strategic logistics locations adjacent to the major motorways from Malmö in the south to Uppsala in the north. As of 31 December 2021, SLP owned 70 properties, and had several ongoing new construction projects. The reported value for all properties as of 31 December 2021 amounted to SEK 6,498m, which includes SEK 253m related to major ongoing projects. Since 31 December 2021, SLP has completed 3 additional acquisitions[2].

Advisors:

Carnegie Investment Bank AB and Nordea Bank Abp, filial i Sverige are Joint Global Coordinators and Joint Bookrunners. Setterwalls Advokatbyrå is the legal advisor to the Company in connection with the Offering. Wigge & Partners Advokat KB is a legal advisor to Joint Global Coordinators and Joint Bookrunners.

Swedish Logistic Property AB is obliged to publish this information in accordance with the EU Market Abuse Regulation. The information was submitted, through the care of the contact person mentioned below, for publication on 23 March 2022, at 08:00 a.m. CET.

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 Investment Bank AB (publ) (”Carnegie”) and Nordea Bank Abp, filial i Sverige (”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. 

Stabilization measures

In connection with the offer or sale of securities referred to herein, a financial advisor engaged by SLP may over-allot securities/conduct stabilization or effect transactions with a view to supporting the market price of the securities at a level higher than that which might otherwise prevail. Any stabilisation action or over-allotment will be conducted by the engaged financial advisor in accordance with all applicable laws and rules.

Information to distributors

Solely 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) local implementing measures (together, the “MiFID II Product Governance Requirements”), and disclaiming all and any liability, which any “manufacturer” (for the purposes of the MiFID II Product Governance Requirements) may otherwise have with respect thereto, the Company’s shares in have been subject to a product approval process, which has determined that they each are: (i) compatible with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in MiFID II (the “Positive Target Market”); and (ii) eligible for distribution through all distribution channels as are permitted by MiFID II. Distributors should note that: the price of the Company’s shares may decline and investors could lose all or part of their investment; the Company’s shares offer no guaranteed income and no capital protection; and an investment in the shares 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. Conversely, an investment in the Company’s shares is not compatible with investors looking for full capital protection or full repayment of the amount invested or having no risk tolerance, or investors requiring a fully guaranteed income or fully predictable return profile (the “Negative Target Market” and, together with the Positive Target Market, the “Target Market Assessment”).

The Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Offering. For the avoidance of doubt, 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, or purchase, or take any other action whatsoever with respect to the Company’s shares.  Each distributor is responsible for undertaking its own Target Market Assessment in respect of the Company’s shares and determining appropriate distribution channels.

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