First day of trading in Volati’s common and preference share on Nasdaq Stockholm

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

Volati AB (publ) (“Volati” or the “Company” and together with its subsidiaries the “Group”) today announces the outcome of the offer to subscribe for shares in the Company (the “Offering”) in connection with the Company’s listing of its common and preference share on Nasdaq Stockholm (the “IPO”). The Offering attracted very strong interest from both Swedish and international institutions as well as from the general public in Sweden. The Offering was substantially over-subscribed.

Karl Perlhagen and Patrik Wahlén, founders of Volati and Chairman and member of the Board of Directors, respectively:

“For us as founders it feels fantastic to take Volati public. Volati has in thirteen years developed into an industrial group with thirteen business units with operations in fifteen countries. We are now looking forward to be part of the next growth phase where the listing strengthens our profile, which is positive for the work we are doing related to acquisitions. We are thankful for the trust we have been given from some 6,000 new common shareholders that we now welcome in continuing building Volati together with us.”

Mårten Andersson, CEO of Volati: 

“We are pleased and proud of the great interest we have seen from investors, both well-reputed institutions and retail investors. We notice that many appreciate and believe in Volati’s business model where long-term value creation has contributed to a strong and stable development since inception. As a listed company and with new capital we are well-positioned to continue acquiring well-managed companies that can grow with Volati as owner.”

The Offering in brief

• As previously announced, the price per common share in the Offering was set at SEK 58, corresponding to a total value of the common shares of approximately SEK 4,664 million following the Offering, assuming the overallotment option is exercised in full.
• The Offering comprised 18,965,518 new common shares, corresponding to approximately 24 percent of the total number of common shares outstanding in the Company following the IPO.
• To cover potential overallotment, the Company has undertaken to, upon the Joint Global Coordinators’ request, issue an additional, but not more than, 1,896,551 common shares, corresponding to up to 10 percent of the Offering and up to approximately 2 percent of the total number of common shares in the Company, following the IPO, assuming the overallotment option is exercised in full.
• The issue proceeds amount to approximately SEK 1,100 million before issue costs. Assuming the overallotment option is exercised in full, the issue proceeds amount to approximately SEK 1,210 million before issue costs.
• The total number of common shares in the Company will following completion of the Offering amount to 80,406,571 shares, assuming the overallotment option is exercised in full. 
• Following completion of the IPO and assuming that the overallotment option is exercised in full, Volati’s largest shareholders will be Karl Perlhagen (42.8 percent of the total number of common shares in Volati following completion of the IPO), Patrik Wahlén (23.7 percent), Didner & Gerge Funds (5.4 percent), The Fourth Swedish National Pension Fund (4.3 percent) and Handelsbanken Funds (3.2 percent).
• As a result of the IPO, Volati has approximately 6,000 common shareholders.
• Trading in Volati’s common and preference share on Nasdaq Stockholm commences today 30 November 2016, under the symbol “VOLO” and “VOLO PREF”, respectively.

Advisors

Carnegie and Nordea are acting as Joint Global Coordinators and Joint Bookrunners in connection with the IPO. Gernandt & Danielsson Advokatbyrå KB is acting as legal advisor to the Company and Advokatfirman Vinge is acting as legal advisor to Joint Global Coordinators.

For further information, please contact:

Mårten Andersson, CEO of Volati AB, +46 (0)72-735 42 84, marten.andersson@volati.se 

Mattias Björk, CFO Volati AB, +46 (0)70-610 80 89, mattias.bjork@volati.se 

Volati AB (publ)

Engelbrektsplan 1, SE-114 34 Stockholm, Sweden

Tel: +46 (0)8-21 68 40, e-mail: info@volati.se, Corp. Reg. No. 556555-4317

This information is such that Volati AB is obliged to disclose under the EU Market Abuse Regulation (MAR). The information was submitted for publication, through the agency of the contact person set out above, at 8.00 CET on 30 November 2016.

About Volati 

Volati is a Swedish industrial group formed in 2003, comprising some 40 operating companies divided into 13 business units organised in three business areas: Trading, Consumer and Industry. Volati acquires mainly companies with proven business models, leading market positions and strong cash flow at reasonable valuations and develops these with an emphasis on long-term value creation. Volati’s strategy is to build on the identity and entrepreneurial spirit of the companies, adding, leadership, expertise, processes and financial resources. Volati has operations in 15 countries, with a total of about 1,300 employees and annual sales of more than SEK 3 billion. Further information is available at www.volati.se.

Important information

This announcement is not and does not form a part of any offer to sell or a solicitation of an offer to purchase, any shares or other securities in the Company.

This announcement has not been distributed, and will not be distributed or in any other way sent, into the United States, Canada, Japan, Australia, New Zeeland, South Africa, Hong Kong or Singapore or any other jurisdiction in which such distribution would violate local securities laws or regulations in such jurisdiction or would require registration or other measures.

These materials are not an offer for sale of securities in the United States. Securities may not be offered or sold in the United States. The Company does not intend to register any part of the Offering in the United States or to conduct a public offering in the United States.

This announcement is an advertisement and is not a prospectus for the purposes of the Directive 2003/71/EC (together with any applicable implementing measures in any member state, the “Prospectus Directive”). A prospectus prepared pursuant to the Prospectus Directive will be published, which, when published, can be obtained from the Company. Investors should not subscribe for any securities referred to in this announcement except on the basis of information contained in the prospectus.

In any EEA member state other than Sweden that has implemented the Prospectus Directive, this announcement is only addressed to and is only directed at qualified investors in that member state within the meaning of the Prospectus Directive, i.e., only to investors who can participate in the Offering without an approved prospectus in such EEA member state.

This announcement is only being distributed to and is only directed at (i) persons who are outside the United Kingdom or (ii) to investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) or (iii) high net worth companies, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons in (i), (ii) and (iii) above together being referred to as “relevant persons”). The securities are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this announcement or any of its contents. Matters discussed in this announcement may constitute forward-looking statements. Forward-looking statements refer to statements which do not refer to historical facts and events, and statements which are attributable to the future, such as expressions as “deem”, “assess”, “expect”, “await”, “judge”, “assume”, “predict”, “can”, “will”, “shall”, “should or ought to”, “according to estimates”, “consider”, “may”, “plan”, “potential”, “calculate”, “as far as is known” or similar expressions suitable for identifying information that refers to future events. This applies in particular to statements referring to future results, financial position, cash flow, plans and expectations for the Company’s business and management, future growth and profitability and general economic and regulatory environment and other circumstances which affect the Company. Forward-looking statements are based on current estimates and assumptions which are based on the Company’s current intelligence. Such future looking statements are subject to risks, uncertainties and other factors which may result in actual results, including the Company’s financial position, cash flow and profits, deviating considerably from the results which expressly or indirectly form the basis of, or are described in, statements, or may result in the expectations which, expressly or indirectly, form the basis of or are described in statements not being met or turning out to be less advantageous compared to the results, which expressly or indirectly formed the basis of or were described in the statements. The Company’s business is exposed to a number of risks and uncertainties which may result in forward-looking statements being inaccurate or an estimate or calculation being incorrect. Therefore, potential investors should not place undue reliance on the forward-looking statements herein and are strongly advised to read detailed description of factors which have an effect on the Company’s business and the market in which the Company operates that will be included in the prospectus. The information, opinions and forward-looking statements contained in this announcement speak only as at its date, and are subject to change without notice. 

Stabilisation and overallotment option

Nordea Bank AB (publ), acting as stabilisation manager, may in connection with the Offering and the listing on Nasdaq Stockholm conduct certain transactions aimed at maintaining the price of the ordinary shares at a higher level than would otherwise be the case. The stabilisation measures aimed at supporting the price of the ordinary shares can be taken from the first day of trading of the ordinary shares on Nasdaq Stockholm, and over a subsequent period of not more than 30 days, and can be made on Nasdaq Stockholm, the OTC-market or otherwise. These stabilisation transactions can be carried out at a price that does not exceed the sale price set in the Offering. The fact that stabilisation measures can be carried out does not necessarily mean that such measures will be carried out. Stabilisation, if undertaken, may be discontinued at any time without prior notice.

Further, the Company has issued an option to the Joint Global Coordinators, which can be exercised, wholly or partly, during 30 days from the first day of trading of the Company’s ordinary shares on Nasdaq Stockholm, to subscribe for additional 1,896,551 ordinary shares in the Company, corresponding to ten percent of the total number of ordinary shares comprised in the Offering, at a price corresponding to the price in the Offering, to cover potential overallotments in connection with the Offering.

Mårten Andersson, VD Volati AB, +46 72-735 42 84, marten.andersson@volati.se

Volati AB (publ) 

Engelbrektsplan, 114 34 Stockholm, Sweden, Phone: +46 8-21 68 40  

About Volati

Volati is a Swedish industrial group formed in 2003, comprising some 40 operating companies divided into 13 business units organised in three business areas: Trading, Consumer and Industry. Volati acquires mainly companies with proven business models, leading market positions and strong cashflow at reasonable valuations and develops these with an emphasis on long-term value creation. Volati’s strategy is to build on the identity and entrepreneurial spirit of the companies, adding, leadership, expertise, processes and financial resources. Volati has operations in 15 countries, with a total of about 1,300 employees and annual sales of approximately SEK 3bn. Further information is available at www.volati.se.