NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA, SOUTH AFRICA, JAPAN, HONGKONG SWITZERLAND, SINGAPORE OR NEW ZEELAND OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL
Pandox AB (publ) (“Pandox” or the “Company”) has, based on the authorization granted by the annual general meeting on 3 May 2016 and in accordance with what the Company indicated in a press release on 8 December 2016, resolved to carry out a directed share issue of 7,499,999 class B shares at a subscription price of SEK 135 per share. The subscription price has been determined through a so called “accelerated book-building” procedure.
The directed issue has been subscribed by selected Swedish and international institutional investors, including Eiendomsspar Sverige AB, Christian Sundt AB, AMF, and Swedbank Robur Fonder. The reason for the deviation from the shareholders’ pre-emptive rights is to, in a timely and cost efficient manner, enable a capital raising to finance acquisitions and thereby increase the Company’s financial flexibility and mandate for continued value creation. Through the share issue, Pandox will obtain approximately MSEK 1,012 before transaction costs.
After the share issue, the total number of shares in the Company will amount to 157,499,999 (distributed between 75,000,000 class A shares and 82,499,999 class B shares). The share issue entails a dilution effect of approximately 4.8 per cent based on the total number of shares in Pandox at the time of the share issue.
In order to facilitate the delivery of shares to the investors in the new issue, the shareholder Eiendomsspar Sverige AB has undertaken to lend 6,449,999 class B shares to the investment bank ABG Sundal Collier. The shares will be returned upon registration of the share issue with the Swedish Companies Registration Office.
In conjunction with the share issue, the Company has mandated ABG Sundal Collier as Sole Lead Manager and Bookrunner and Advokatfirman Vinge as legal advisor.
FOR FURTHER INFORMATION, PLEASE CONTACT:
Anders Nissen, CEO, +46 (0)70 846 02 02
Liia Nõu, CFO, +46 (0)70 237 44 04
Anders Berg, Head of Communications and IR, +46 (0) 760 95 19 40
The information was submitted for publication, through the agency of the contact persons set out above, at 08:00 CET on 9 December 2016.
The release, announcement or distribution of this press release may, in certain jurisdictions, be subject to restrictions. The recipient of this press release is responsible for using the information in this press release in accordance with applicable law in each jurisdiction. This press release does not constitute an offer, or a solicitation of any offer, to buy or subscribe for any securities in Pandox in any jurisdiction.
This press release does not constitute or form part of an offer or solicitation to purchase or subscribe for securities in the United States. The securities referred to herein may not be sold in the United States absent registration or an exemption from registration under the US Securities Act of 1933, as amended. The information in this press release may not be announced, published or distributed, directly or indirectly, to the United States, Canada, Australia, New Zealand, Singapore, South Africa, Japan or Hong Kong or in any other jurisdiction where the announcement, publication or distribution of the information would not comply with applicable laws and regulations.
This press release is not a prospectus for the purposes of Directive 2003/71/EC as amended through Directive 2010/73/EU. Pandox has not authorized any offer to the public of shares or rights in any member state of the EEA and no prospectus or other offering document has been or will be prepared in connection with the directed share issue.
Pandox is a leading owner of hotel properties in Northern Europe with a focus on sizeable hotels in key leisure and corporate destinations. Pandox’s hotel property portfolio currently comprises 113 hotels with more than 24,000 hotel rooms in eight countries. Pandox’s business is organised into Property management, which comprises hotel properties leased on a long-term basis to market leading regional hotel operators and leading international hotel operators, and Operator activities, which comprises hotel operations executed by Pandox in its owner-occupied hotel properties. Pandox was founded in 1995 and the company’s B shares are, as of 18 June 2015, listed on Nasdaq Stockholm. www.pandox.se