The Board of Directors of Alimak Group AB (publ) (”Alimak Group” or the ”Company”), has on February 24 2023, based on the authorisation from the Extraordinary General Meeting held on 2 September 2022, resolved on a new share issue with preferential rights for the Company’s existing shareholders of approximately SEK 2,500 million (the “Rights Issue”). The purpose of the Rights Issue is to repay the bridge loan facility that was raised in conjunction with the acquisition of Tractel, which was completed on 21 November 2022. Through this press release, Alimak Group’s Board of Directors also announces the terms of the Rights Issue.
The Rights Issue in brief:
- The Rights Issue comprises no more than 53,415,250 shares in the Company and may result in an increase of the Company’s share capital of no more than SEK 1,068,305.
- The subscription price has been set to SEK 46.80 per new share, which results in total issue proceeds of approximately SEK 2,500 million before deduction of issue costs.
- Those who on the record date 3 March 2023 are registered as shareholders in Alimak Group and are eligible to participate in the Rights Issue will receive one (1) subscription right for every existing share. One (1) subscription right will carry an entitlement to subscribe for one (1) new share.
- The record date for the right to receive subscription rights in the Rights Issue is 3 March 2023. The last day of trading in the Company’s shares including the right to receive subscription rights in the Rights Issue is 1 March 2023.
- The subscription period will take place during the period from and including 7 March 2023, up to and including 21 March 2023, or such later date as resolved and announced by the Board of Directors.
- As previously communicated, the purpose of the Rights Issue is to repay the bridge loan facility that was raised in conjunction with the acquisition of Tractel.
- Investment AB Latour, the Company’s largest shareholder, and Första AP-fonden, who together hold approximately 35.4 per cent of the total number of shares and votes in Alimak Group, have undertaken to subscribe for new shares corresponding to their respective pro rata share of the Rights Issue. The subscription undertakings are not secured by bank guarantee, blocking funds, pledging or similar arrangements.
- In addition, a group of institutional shareholders including Alantra EQMC Asset Management, C Worldwide and Sundt AS, who together hold approximately 17.7 per cent of the total number of shares and votes in Alimak Group, have declared their intention to exercise their preferential rights in the Rights Issue and thereby subscribe for new shares corresponding to their holdings in Alimak Group.
Background and reasons
On 2 August 2022, it was announced that Alimak Group had signed an agreement to acquire Tractel. The acquisition was completed on 21 November 2022, whereupon Alimak Group became the sole owner of the shares in Tractel. The consideration totalled an enterprise value of EUR 500 million on a cash-free and debt-free basis. The acquisition was financed in part by a long-term loan facility of EUR 300 million and in part by a bridge loan facility of SEK 2,090 million from Handelsbanken. It is the intent of Alimak Group to repay the bridge loan facility using the issue proceeds from the Rights Issue.
The acquisition is transformational, accelerating Alimak Group’s profitable growth strategy and creating a global provider of sustainable vertical access and working at height solutions, with very good profitability and an annual revenue exceeding SEK 6,500 million. The acquisition adds a new vertical to Alimak Group, Height Safety & Productivity Solutions, broadening the product and solution portfolios within the Construction, Facade Access and Wind divisions as well as significantly increasing the potential for the service business. Height Safety & Productivity Solutions was added as a new division in Alimak Group as of 21 November 2022.
Indicative timetable for the Rights Issue
|1 March 2023
|Last day of trading in the Alimak Group shares, including the right to receive subscription rights
|2 March 2023
|First day of trading in the Alimak Group shares, excluding the right to receive subscription rights
|3 March 2023
|Record date for the Rights Issue, i.e. shareholders who are registered in the share register as of this day will receive subscription rights
|3 March 2023
|Estimated date for publication of the prospectus for the Rights Issue
|7 March 2023 -16 March 2023
|Trading in subscription rights
|7 March 2023 – 21 March 2023
|7 March 2023 -24 March 2023
|Trading in paid subscribed shares (BTA 1)
|23 March 2023
|Estimated date for publication of the final outcome of the Rights Issue