Hakon Invest AB : Hakon Invest publishes prospectus and corrects pro forma
profit in interim report
The Board of Directors for Hakon Invest has prepared a prospectus in
connection with the acquisition of the remaining shares in ICA and the issue
of ordinary shares with preferential rights for existing shareholders. The
prospectuswas approved and registered by the Swedish Financial Supervisory
Authority (Finansinspektionen) today.
The prospectus(in Swedish)is available for download at the company's website
www.hakoninvest.se and at the Swedish Financial Supervisory Authority's
website www.fi.se. An English copy of the prospectuswill be available on the
Company's website on 7 May 2013.
New issue will partially finance the acquisition of ICA
On 11 February 2013 Hakon Invest announced that the company had reached an
agreement with Ahold on the acquisition of the remaining 60 per cent of the
shares in ICA for a cash consideration of SEK 20 billion. On 27 March 2013 the
acquisition was completed after all the terms of the agreement with Ahold were
met. ICA is thus a wholly owned company in the Hakon Invest Group. It has been
proposed that Hakon Invest change its name to ICA Gruppen in conjunction with
the 2013 Annual General Meeting.
Hakon Invest is financing the acquisition of ICA with existing liquid assets
and with secured bridge financing of SEK 19 billion provided by Handelsbanken
and Nordea. The proceeds from the new share issue totalling around SEK 5
billion will be used to repay a portion of the bridge financing. The remainder
of the bridge financing will be replaced by other long-term debt financing,
for example, through the issuance of bond loans and/or bank financing, and by
issuing preference shares in ICA Real Estate.
Correction of the pro forma profit in the interim report for January - March
The Group's operating profit before depreciation and amortisation (EBITDA),
excluding the effects of the acquisition, which indicates what the profit
would be if the acquisition of ICA had taken place as of 1 January 2013 (pro
forma), was incorrectly reported as SEK 1,022 million on page 5 of the interim
report for January - March 2013. The correct operating profit before
depreciation and amortisation (EBITDA) excluding the effects of the
acquisition if the acquisition of ICA had taken place as of 1 January 2013 is
SEK 868 million. The interim report has been corrected accordingly.
For more information, please contact:
CEO Hakon Invest
Tel. +46 8 55 33 99 64
CFO Hakon Invest
Tel. +46 8 55 33 99 99
Head of Investor Relations Hakon Invest
Tel. +46 8 55 33 99 55, e-mail: firstname.lastname@example.org
The information in this press release is not for release, publication or
distribution, either directly or indirectly, in the United States, Australia,
Hong Kong, Japan, Canada, Switzerland, Singapore, South Africa or New Zealand.
The distribution of this press release may be prohibited in certain other
jurisdictions. The information in this press release shall not constitute an
offer to sell or an invitation to purchase any securities in Hakon Invest in
any jurisdiction. This press release does not constitute, nor will it form
part of, an offer or invitation to purchase or subscribe for securities in the
United States. The securities referred to herein may not be offered or sold in
the US without registration or exemption from registration as provided in the
US Securities Act of 1933, as amended ("Securities Act"). Hakon Invest does
not intend to register any portion of the offering of the securities in the US
or to conduct a public offering of the securities in the US. Copies of this
announcement are not being distributed or sent and may not be distributed or
sent to the US, Australia, Hong Kong, Japan, Canada, Switzerland, Singapore,
South Africa or New Zealand.
This document has not been approved by any regulatory authority. This document
is a press release and not a prospectus, and investors should not subscribe
for or purchase any securities referred to in this document except on the
basis of the information that is provided in the prospectus which has been
approved by the Swedish Financial Supervisory Authority and is available for
download at Hakon Invest's website.
EUROPEAN ECONOMIC AREA
Hakon Invest has not resolved to offer shares or rights to the public in any
Member State of the European Economic Area other than Sweden. Within such
Member States of the European Economic Area, other than Sweden, which have
implemented the Prospectus Directive (a "Relevant Member State"), no action
has been undertaken as of this date to make an offer to the public of shares
or rights requiring publication of a prospectus in any Relevant Member State.
In consequence, the shares or rights may only be offered in a Relevant Member
State: (a) to a qualified investor (as defined in the Prospectus Directive or
applicable law), or (b) in any other circumstances not requiring Hakon Invest
to publish a prospectus as provided under Article 3(2) of the Prospectus
In the application of this, the expression an "offer to the public of shares
or rights" in any Relevant Member State means the communication, in any form,
of sufficient information on the terms of the offer and the shares or rights
to be offered so as to enable an investor to decide to purchase any
securities, as the same may be varied in such a Relevant Member State due to
the implementation of the Prospectus Directive in that Member State, and the
expression "Prospectus Directive" means Directive 2003/71/EC including any
relevant implementing measures in each Relevant Member State.
Handelsbanken Capital Markets and Nordea Markets are acting for Hakon Invest
and no one else in connection with the new share issue and will not be
responsible to anyone other than Hakon Invest for providing the protection
afforded to their clients or for providing advice in relation to the new share
issue and/or any other matter referred to in this announcement.
Handelsbanken Capital Markets and Nordea Markets accept no responsibility
whatsoever and make no representation or warranty, express or implied, for the
contents of this announcement, including its accuracy, completeness or
verification or for any other statement made or purported to be made by
Handelsbanken Capital Markets, Nordea Markets, or on their behalf, in
connection with Hakon Invest and the new shares and the new share issue, and
nothing in this announcement is or shall be relied upon as a promise or
undertaking in this respect, whether as to the past or future. Handelsbanken
Capital Markets and Nordea Markets accordingly disclaim to the fullest extent
permitted by law all and any liability whether arising in tort, contract or
otherwise which Handelsbanken Capital Markets and Nordea Markets might
otherwise have in respect of this announcement or any such statement.
FORWARD LOOKING STATEMENTS
This press release contains forward-looking statements that reflect
management's current views with respect to future events and potential
financial performance. Although Hakon Invest believes that the expectations
reflected in such statements are reasonable, no assurance can be given that
such expectations will prove to be correct. Accordingly, results may differ
materially from those set out in the forward-looking statements as a result of
various factors. You are advised to read this announcement, and the prospectus
and the information incorporated by reference therein once available, in their
entirety for a further discussion of the factors that could affect Hakon
Invest's future performance and the sectors in which Hakon Invest operates. In
the light of these risks, uncertainties and assumptions, it is possible that
the events described in the forward-looking statements in this announcement
may not occur.
Hakon Invest AB discloses the information provided herein pursuant to the
Securities Market Act and/or the Financial Instruments Trading Act. The
information was submitted for publication at 14.00 CET on Monday, May 6, 2013.
Press release (PDF)
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(i) the releases contained herein are protected by copyright and other
applicable laws; and
(ii) they are solely responsible for the content, accuracy and originality of
information contained therein.
Source: Hakon Invest AB via Thomson Reuters ONE
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