On 15 November 2019, Samhällsbyggnadsbolaget i Norden AB (publ) (“SBB” or the “Company”) announced a fully guaranteed rights issue of common shares of Class B with preferential right for existing shareholders (the “Rights Issue”). SBB announces that the preliminary result of the Rights Issue, for which the subscription period ended on 9 December 2019, indicates that 57,907,496 Class B common shares, corresponding to approximately 88.5 percent of the Class B common shares offered, were subscribed for by the exercise of subscription rights. Additionally, applications for subscription without subscription rights of 5,800,041 Class B common shares, corresponding to approximately 8.9 percent of the Class B common shares offered, have been received. Thus, guarantee undertakings will be utilised for subscription of the remaining 1,735,524 Class B common shares, corresponding to approximately 2.7 percent of the offered common shares of Class B. SBB will receive approximately SEK 1.5 billion through the Rights Issue before transaction costs.
Allotment of shares subscribed for without subscription rights will be made in accordance with the allotment principles outlined in the prospectus published by SBB on 25 November 2019. Notification regarding the allotment of shares, to be registered at Euroclear Sweden and traded on Nasdaq Stockholm, will be sent on or around 13 December 2019 to those who have been allotted shares.
As a result of the Rights Issue, SBB’s share capital will increase by SEK 6,544,306.1 from SEK 85,075,979.3 to SEK 91,620,285.4 in total, and the total number of shares will increase by 65,443,061 Class B common shares from 850,759,793 to 916,202,854.
The final results of the Rights Issue will be published on or around 12 December 2019. The last day of trading in the interim shares (“BTA”) will be on 19 December 2019. Trading of the new Class B common shares is expected to begin on Nasdaq Stockholm on 30 December 2019.
Goldman Sachs International (“Goldman Sachs”) and J.P. Morgan Securities plc (“J.P. Morgan”) acted as Joint Global Coordinators. ABG Sundal Collier AB (“ABGSC”), Citigroup Global Markets Limited (“Citigroup”), Deutsche Bank AG, London Branch (“Deutsche Bank”) and Kempen & Co N.V. (“Kempen”) acted as Joint Bookrunners and Danske Bank A/S, Danmark, Sverige Filial (“Danske”) and Nordea Bank Abp, filial i Sverige (“Nordea”) acted as Co-Managers. Vinge and Clifford Chance acted as legal advisors to SBB and Shearman & Sterling and Hammarskiöld acted as legal advisors to the Joint Global Coordinators, the Joint Bookrunners and the Co-Managers in connection with the Rights Issue.
Goldman Sachs, J.P. Morgan, ABGSC, Citigroup, Deutsche Bank, Kempen, Danske and Nordea acted exclusively for SBB in connection with the Rights Issue and no one else, and will not be responsible to any person other than SBB for providing the protections afforded to SBB or for providing advice in relation to the Rights Issue, in relation to the contents of this announcement or any transaction, arrangement or other matter referred to in this announcement. Goldman Sachs, J.P. Morgan and Citigroup are authorised by the Prudential Regulation Authority (the “PRA”) and regulated in the United Kingdom by the PRA and the Financial Conduct Authority (the “FCA”). Deutsche Bank is authorised under German Banking Law (competent authority: European Central Bank), and Deutsche Bank, London Branch is further authorised by the PRA and is subject to supervision by the European Central Bank and by BaFin, Germany’s Federal Financial Supervisory Authority, and is subject to limited regulation by the FCA and the PRA.
Information about the Rights Issue is made available at: http://www.sbbnordeninfo.se/
For additional information, please contact:
Ilija Batljan, CEO and Founder of Samhällsbyggnadsbolaget i Norden AB, +46 70 518 39 67, [email protected]
The information was sent for publication, through the agency of the contact person set out above, on December 11, 2019, at 18:30 (CET).
About Samhällsbyggnadsbolaget i Norden AB (publ)
The company’s strategy is to own, manage and develop community service properties throughout the Nordic region and rental apartments in growth regions in Sweden. Through the company’s commitment and engagement in community participation and social responsibility, municipalities and other stakeholders find the company an attractive long-term partner. At the beginning of 2018, SBB was named the winner of the Real Estate Company of the Year Award for 2017. The company’s Class B shares (short name SBB B) and Class D shares (short name SBB D) are listed on Nasdaq Stockholm, Large Cap. The company’s preference shares (SBB PREF) are listed on Nasdaq First North Premier Growth Market. Certified Adviser is Erik Penser Bank (contact: [email protected] / +46 84638300). More information about the company is available at www.sbbnorden.se.
The information in this press release does not contain or constitute an offer to acquire, subscribe or otherwise trade in shares or other securities in SBB. No action has been taken and measures will not be taken to permit a public offering in any jurisdictions other than Sweden. Any invitation to the persons concerned to subscribe for shares in SBB was only made through the prospectus that SBB published on 25 November 2019.
The information in this press release may not be released, published or distributed, directly or indirectly, in or into any other jurisdiction in which such action is subject to legal restrictions or would require other measures than those required by Swedish law. Actions in violation of these restrictions may constitute a violation of applicable securities laws.
The information in this press release is not an offer for sale of securities in the United States. No shares or other securities in SBB have been registered, and no shares or other securities will be registered, under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or the securities legislation of any state or other jurisdiction in the United States and no shares or other securities may be offered, sold or otherwise transferred, directly or indirectly, in or into the United States, except under an available exemption from, or in a transaction not subject to, the registration requirements under the U.S. Securities Act and in compliance with applicable state securities laws in the relevant state or any other jurisdiction of the United States.