NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN
OR INTO THE UNITED STATES, CANADA, AUSTRALIA, THE HONG KONG
SPECIAL ADMINISTRATIVE REGION OF THE PEOPLE'S REPUBLIC OF
CHINA, SOUTH AFRICA OR JAPAN OR ANY OTHER JURISDICTION IN
WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. OTHER
RESTRICTIONS ARE APPLICABLE. PLEASE SEE THE IMPORTANT NOTICE
AT THE END OF THE PRESS RELEASE.
B2Holding ASA - Bookbuilding successfully completed - offer
shares priced at NOK 12.00 per share
Oslo, 7 June 2016; B2Holding ASA (B2Holding, ticker B2H)
announces the successful completion of its initial public
offering (the Offering).
In summary:
- The shares in the Offering are priced at NOK 12.00
per share.
- B2Holding will issue 54,166,666 new shares in
connection with the Offering, raising gross proceeds of NOK
650 million. There will in total be 366,095,905 shares
outstanding following the issuance of the new shares (before
any issue of shares to cover the over-allotment), and the new
shares represent approximately 14.8% of the shares in
B2Holding after the equity issue.
- RASMUSSENGRUPPEN AS and Fjordsyn AS (the Selling
Shareholders) will sell a total of 15,250,000 shares in the
Offering, representing 4.2% of the shares of B2Holding
following the issuance of the new shares to be issued in
connection with the Offering.
- The Joint Bookrunners have over-allotted 10,412,499
shares, representing approximately 15% of the number of
shares sold in the Offering before over-allotments.
- The offer price implies a pre-money market
capitalisation of B2Holding of approximately NOK 3,743
million.
- The first day of trading on the Oslo Stock Exchange
will be Wednesday 8 June 2016.
A total of 79,829,165 shares (including over-allotted shares)
will be allocated in the Offering, representing 21.8% of the
shares in issue after the Offering.
Notifications of allocated shares and the corresponding
amount to be paid by investors are expected to be
communicated to investors on or about 8 June 2016. Investors
having access to investor services through their VPS account
manager will be able to check the number of shares allocated
to them from about 08.00 hours (CET) on 9 June 2016. The
Joint Bookrunners may also be contacted for information
regarding allocations.
The Joint Bookrunners have borrowed 10,412,499 shares from
Prioritet Finans AB for the purpose of over-allotting shares
in the Offering. The Company has granted Arctic Securities AS
(the "Stabilisation Manager"), an option to purchase up to
10,412,499 additional shares at a price equal to the final
offer price in the Offering, which may be exercised by the
Stabilisation Manager no later than 35 days from the first
day of Listing to close out short positions in connection
with the Offering. A separate disclosure will be issued by
the stabilisation manager regarding the over-allotment and
stabilisation activities.
ABG Sundal Collier ASA and Arctic Securities AS acts as Joint
Global Coordinators and Joint Bookrunners in the IPO. Nordea
Markets a part of Nordea Bank Norge ASA acts as Joint
Bookrunner alongside ABG and Arctic.
Investor relations and media contacts
Olav Dalen Zahl, Chief Executive Officer, B2Holding ASA,
+47 909 86 386
Harald Henriksen, Chief Financial Officer, B2Holding ASA,
+47 913 92 873
Erik Just Johnsen, Chief Group Controller, B2Holding ASA,
+47 415 77 055
About B2Holding ASA
B2Holding is a leading European financial services provider
which has specialized in the investment and workout of non-
performing loans primarily from the banking sector as well as
providing third party debt collection solutions on behalf of
clients. In addition we draw upon our expertise in handling
large amounts of customer data and offer credit information.
The B2Holding strategy involves identifying the right
portfolio investments, developing strong operational
platforms and acquiring subsidiaries across Europe to
establish a Pan-European player. B2Holding builds its
business through the acquisition of servicing companies with
strong segment positions, and the purchase of non-performing
and partially performing debt portfolios. B2Holding is
uniquely positioned for profitable growth with an experienced
management and an outstanding track record. For further
information, visit www.b2holding.no.
IMPORTANT INFORMATION
United States
These materials may not be published, distributed or
transmitted in the United States, Canada, Australia, the Hong
Kong Special Administrative Region of the People's Republic
of China, South Africa or Japan. These materials do not
constitute an offer of securities for sale or a solicitation
of an offer to purchase securities (the "Shares") of
B2Holding ASA (the "Company") in the United States, Norway or
any other jurisdiction. The Shares of the Company may not be
offered or sold in the United States absent registration or
an exemption from registration under the U.S. Securities Act
of 1933, as amended (the "Securities Act"). The Shares of the
Company have not been, and will not be, registered under the
Securities Act. Any sale in the United States of the
securities mentioned in this communication will be made
solely to "qualified institutional buyers" as defined in Rule
144A under the Securities Act.
European Economic Area
Any offering of securities will be made by means of a
prospectus to be published that may be obtained from the
issuer or selling security holder, once published, and that
will contain detailed information about the Company and its
management, as well as financial statements.
These materials are an advertisement and not a prospectus for
the purposes of Directive 2003/71/EC, as amended (together
with any applicable implementing measures in any Member
State, the "Prospectus Directive"). Investors should not
subscribe for any securities referred to in these materials
except on the basis of information contained in the
prospectus.
In any EEA Member State other than Norway (from the time the
prospectus has been approved by the Financial Supervisory
Authority of Norway, in its capacity as the competent
authority in Norway, and published in accordance with the
Prospectus Directive as implemented in Norway) that has
implemented the Prospectus Directive, this communication is
only addressed to and is only directed at "qualified
investors" in that Member State within the meaning of Article
2(1)(e) of the Prospectus Directive ("Qualified Investors"),
i.e., only to investors to whom an offer of securities may be
made without the requirement for the Company to publish a
prospectus pursuant to Article 3 of the Prospectus Directive
in such EEA Member State.
United Kingdom
In the United Kingdom, these materials are only being
distributed to and are only directed at Qualified Investors
who (i) are investment professionals falling within Article
19(5) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005 (as amended) (the "Order")
or (ii) are persons falling within Article 49(2)(a) to (d) of
the Order (high net worth companies, unincorporated
associations, etc.) (all such persons together being referred
to as "Relevant Persons"). These materials are directed only
at Relevant Persons and must not be acted on or relied on by
persons who are not Relevant Persons. Any investment or
investment activity to which this document relates is
available only to Relevant Persons and will be engaged in
only with Relevant Persons.
