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ACQ Bure AB (publ) (”ACQ” or the ”Company”), a Swedish acquisition company established on the initiative of Bure Equity AB (publ) (”Bure”), announced on 9 March 2021 its intention to launch an initial public offering on Nasdaq Stockholm. The Company today publishes a prospectus for the offering (the ”Offering”).
The Offering in brief
- The price in the Offering has been set to SEK 100 per share (the “Offer Price”).
- The Offering comprises 34,800,000 newly issued shares in ACQ.
- The newly issued shares are expected to provide the Company with proceeds of approximately SEK 3.5 billion before issue costs.
- Bure, AMF Pensionsförsäkring, the Fourth Swedish National Pension Fund (AP4), AMF Fonder, SEB Fonder and SEB-Stiftelsen (the ”Cornerstone Investors”) have, on the same terms as other investors, undertaken to subscribe for shares in the Offering. The Cornerstone Investors respective undertakings entail that they after the Offering will own shares corresponding to 20.0 per cent, 10.9 per cent, 10.0 per cent, 8.6 per cent, 5.7 per cent and 4.9 per cent respectively, that is 60.0 per cent in total, of the total outstanding shares in the Company after the Offering, provided that the Offering is fully subscribed.
- The Offering consists of an offer to institutional investors in Sweden and abroad, as well as an offer to the general public in Sweden.
- The first day of trading on Nasdaq Stockholm is expected to be 25 March 2021 and the shares will trade under the symbol “ACQ”.
Prospectus and application
The prospectus (English and Swedish) are published on ACQ’s website (www.acq.se), SEB’s website for prospectuses (www.sebgroup.com/prospectuses) and Avanza’s website (www.avanza.se). Applications can be made on the online platforms of SEB and Avanza.
|Application period for the general public in Sweden:||16 – 23 March 2021|
|Application period for institutional investors:||16 – 24 March 2021|
|First day of trading on Nasdaq Stockholm:||25 March 2021|
|Settlement date:||29 March 2021|
Skandinaviska Enskilda Banken AB (publ) (”SEB”) is acting as Sole Global Coordinator and Bookrunner in the Offering. Advokatfirman Cederquist KB and Nord Advokater are legal advisors to ACQ. Avanza Bank AB (publ) acts as Retail Manager together with SEB in relation to the Offering.
ACQ is a Swedish acquisition company, a so-called Special Purpose Acquisition Company (SPAC), established on the initiative of Bure. The purpose of ACQ is to raise capital through an initial public offering and within 36 months thereafter acquire an unlisted company which, through ACQ, after review and approval, will be listed on Nasdaq Stockholm.
ACQ’s investment strategy is to identify and complete an acquisition of a company that can create value for the shareholders over time. Potential target companies primarily include unlisted, sustainable, Nordic high-quality companies with an enterprise value of approximately SEK 3-7 billion and which are operating in markets with great potential or in niche markets where the target company has a leading position.
Bure will be the so-called sponsor of ACQ and will own 20 per cent of the total outstanding shares in ACQ after the Offering with the intention of being a long-term principal owner in ACQ. As sponsor and initiator, Bure has also subscribed for sponsor warrants (the ”Sponsor Warrants”) in ACQ, which can be exercised for subscription of shares no earlier than five years, and no later than ten years after the issue. The number of Sponsor Warrants is expected to correspond to 12 per cent of the total outstanding shares in the Company after the Offering. Each Sponsor Warrant entitles to subscription of one (1) share in the Company at a subscription price of 130 per cent of the price per share in the Offering, but the Company has the option to apply an alternative exercise model which entails that less capital will be contributed to the Company and that fewer new shares will be issued.
The initiative with ACQ is a natural next step in Bure’s development of its investment activities as it increases Bure’s opportunities to acquire larger unlisted companies and thereby gain access to a new selection of investment targets. The initiative has been enabled by Nasdaq Stockholm’s new SPAC regulations which became effective on 1 February 2021.
ACQ considers that Bure’s large network, in combination with Bure’s understanding and knowledge of transactions, private and public markets as well as the valuation dynamics on these markets, make Bure well suited to identify and evaluate attractive acquisition opportunities on behalf of ACQ.
More information about ACQ is available on the Company’s website, www.acq.se.
Bure is an investment company with its headquarters in Stockholm and is listed on Nasdaq Stockholm since 1993. Through actively developing a diversified portfolio of professionally managed companies and businesses, Bure aims to create value and returns to its shareholders. Bure’s investments as of 15 March 2021 consists of twelve portfolio companies – the majority technology-based with a strong focus on international markets.