Klövern publishes preliminary outcome of preferential rights issue

Klövern AB (publ)
·7-min read

THIS PRESS RELEASE MAY NOT BE ANNOUNCED, PUBLISHED OR DISTRIBUTED, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES, CANADA, JAPAN, AUSTRALIA, HONG KONG, NEW ZEALAND, SWITZERLAND, SINGAPORE, SOUTH AFRICA, OR ANY OTHER COUNTRY WHERE SUCH PUBLICATION OR DISTRIBUTION WOULD VIOLATE APPLICABLE LAWS OR RULES. ADDITIONAL TERMS AND CONDITIONS APPLY. PLEASE SEE IMPORTANT INFORMATION AT THE END OF THIS PRESS RELEASE.


The subscription period in Klövern AB's (publ) ("Klövern" or the “Company") preferential rights issue ended on 3 December 2020. The preliminary outcome shows that the preferential rights issue has been oversubscribed. Through the preferential rights issue, Klövern will receive approximately SEK 2 billion, before deduction of transaction costs.

The preliminary outcome indicates that 17,103,861 ordinary shares of series A and 186,435,270 ordinary shares of series B were subscribed for by the exercise of subscription rights, corresponding to 98.6 per cent of offered ordinary shares of series A and 98.7 per cent of offered ordinary shares of series B. In addition, notifications to subscribe for new shares without subscription rights have been received, amounting to approximately 32 percent of offered ordinary shares of series A and approximately 52 per cent of offered ordinary shares of series B. Thus, the preferential rights issue is oversubscribed and the guarantee commitment provided by M2 Asset Management AB (publ) has not been utilized.

Through the preferential rights issue, Klövern will receive SEK 2,063 million before deduction of transaction costs, which are estimated to approximately SEK 35 million. Through the preferential rights issue, Klövern's share capital will increase by SEK 412,518,618, from SEK 1,864,875,960 to SEK 2,277,394,578, by issuance of 206,259,309 ordinary shares. After the preferential rights issue, the number of ordinary shares in Klövern will amount to 1,122,253,289.

Investors which have subscribed for ordinary shares without subscription rights will be allotted ordinary shares in accordance with the principles stated in Klövern's published prospectus related to the preferential rights issue. Notice of allotment, in the form of settlement notes, to such investors is expected to be distributed on 8 December 2020. Subscribed and allotted ordinary shares must be paid in cash no later than the settlement date, 10 December 2020, in accordance with the instructions in the settlement note. Nominee-registered shareholders will receive notification of allotment in accordance with each respective nominee's routines. Only those who receive allotment of shares will be notified.

The final outcome of the preferential rights issue is expected to be announced on 7 December 2020. The last day of trading with Paid Subscribed Shares (Sw. BTA) is 14 December 2020. New ordinary shares subscribed for by the exercise of subscription rights are expected to be registered with the Swedish Companies Registration Office on 9 December 2020 and are expected to commence trading on Nasdaq Stockholm on 18 December 2020. Ordinary shares subscribed for without subscription rights are expected to begin trading on Nasdaq Stockholm on 18 December 2020.

Financial and legal advisors
Nordea Bank Abp, Swedish Branch, Swedbank AB (publ) and Danske Bank A/S, Denmark, Swedish Branch are acting as Joint Global Coordinators. Walthon Advokater AB is legal advisor to the Company and Linklaters Advokatbyrå AB is legal advisor to the Joint Global Coordinators in connection with the preferential rights issue.

Klövern AB (publ)

For additional information, please contact:
Rutger Arnhult, CEO, +46 (0)70-458 24 70, rutger.arnhult@klovern.se
Lars Norrby, IR, +46 (0)76-777 38 00, lars.norrby@klovern.se

Klövern is a real estate company committed to working closely with customers to offer them attractive premises in growth regions. Klövern is listed on Nasdaq Stockholm. For further information, see www.klovern.se.

Klövern AB (publ), Bredgränd 4, 111 30 Stockholm. Phone: +46 (0)10-482 70 00. E-mail: info@klovern.se.

This is a translation of the original Swedish language press release. In the event of discrepancies, the original Swedish wording shall prevail.

Important information
In certain jurisdictions, the publication, announcement or distribution of this press release may be subject to restrictions according to law and persons in those jurisdictions where this press release has been published or distributed should inform themselves about and abide by such restrictions. The recipient of this press release is responsible for using this press release, and the information herein, in accordance with applicable rules in the respective jurisdiction.

This press release is not directed to persons located in the United States (including its territories and possessions, any state of the United States and the District of Columbia), Canada, Japan, Australia, Hong Kong, New Zealand, Singapore, South Africa, Switzerland or in any other country where the offer or sale of the subscription rights, paid subscribed shares (Sw. betalda tecknade aktier) or new shares is not permitted. This press release may not be announced, published or distributed, directly or indirectly, in or into the United States, Canada, Japan, Australia, Hong Kong, New Zealand, Singapore, South Africa, Switzerland or any other country where such action is wholly or partially subject to legal restrictions or where such action would require additional prospectuses, other offer documentation, registrations or other actions in addition to what follows from Swedish law. The information in this press release may not be forwarded, reproduced or disclosed in such a manner that would contravene such restrictions or would require such additional prospectuses, other offer documentation, registrations or other actions. Failure to comply with this instruction may result in a violation of the United States Securities Act of 1933, as amended, (the “Securities Act”) or laws applicable in other jurisdictions. No subscription rights, paid subscribed shares or new shares have been or will be registered under the Securities Act, or with any other securities regulatory authority of any state or other jurisdiction of the United States and no subscription rights, paid subscribed shares or new shares may be offered, sold, resold, transferred, delivered or distributed, directly or indirectly, into or within the United States or on account of such persons other than pursuant to an exemption from, or in a transaction not subject to the registration requirements of the Securities Act, and in compliance with any applicable securities laws of any state or jurisdiction of the United States. No public offering of subscription rights, paid subscribed shares or new shares is made in the United States. There is no intention to register any securities referred to herein in the United States or to make a public offering in the United States.

This press release is directed only at (i) persons who are outside the United Kingdom or (ii) persons who have professional experience in matters relating to investments falling within Article 19(2) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended from time to time (the “Order”) or (iii) are persons falling within Article 49(2)(a) to (d) (“high net worth companies, unincorporated associations etc.”) of the Order or (iv) certified high net worth individuals and certified and self-certified sophisticated investors as described in Articles 48, 50, and 50A respectively of the Order or (v) persons to whom this press release may otherwise be lawfully communicated (all such persons together being referred to as relevant persons). Any investment activity to which this press release relates will only be available to and will only be engaged with, relevant persons. Any person who is not a relevant person should not act or rely on this press release or any of its contents.

This press release is distributed in any member state of the European Economic Area under Regulation (EU) 2017/1129 (the “Prospectus Regulation”) only to those persons who are qualified investors for the purposes of the Prospectus Regulation in such member state, and such other persons as this press release may be addressed on legal grounds, and no person that is not a relevant person or qualified investor may act or rely on this press release or any of its contents.

To the extent this press release contains forward-looking statements, such statements do not represent facts and are characterized by words such as “will”, “expect”, “believe”, “estimate”, “intend”, “anticipate” and similar expressions. Such statements express Klövern’s intentions, opinions or current expectations or assumptions. Such forward-looking statements are based on current plans, estimates and forecasts that Klövern has made to the best of its ability, but which Klövern does not claim will be correct in the future. Forward-looking statements are associated with risks and uncertainties that are difficult to predict and cannot, in general, be influenced by Klövern. It should be noticed that actual events or outcomes may differ materially from those covered by, or expressed in, the forward-looking statements.

The information, opinions and forward-looking statements included in this press release speak only as of its date and are subject to change without notice.

Attachment