The Board of Directors of Collector resolves on a rights issue
The Board of Directors of Collector AB (publ) (“Collector”) has today, making use of the authorisation by the Extraordinary General Meeting on 17 February 2020, resolved on a rights issue of no more than 102,690,502 ordinary shares. Assuming full subscription of the rights issue the proceeds will be approximately SEK 1,027 million before deduction of issue costs. The purpose of the issue is to use the proceeds of the issue to strengthen the company’s capital base.
Below is a summary of the terms of the rights issue:
- Subscription period: 5 March 2020 up to and including 19 March 2020.
- Subscription price: SEK 10 per each share. No commission will be charged.
- Record date: 3 March 2020. Last day of trading including the right to receive subscription rights is 28 February 2020. First day of trading excluding the right to receive subscription rights is 2 March 2020. Trading in subscription rights will take place on Nasdaq Stockholm.
- Issue volume: The offer comprises no more than 102,690,502 ordinary shares, which means that the issue proceeds will be approximately SEK 1,027 million, before deduction of issue costs, provided that the rights issue is fully subscribed.
- Preferential rights: Each current share in Collector entitles to one subscription right, and one subscription right entitles to subscription of one new ordinary share. All issued and outstanding shares are ordinary shares.
- Subscription for ordinary shares without subscription rights may also be made. In case not all new ordinary shares are subscribed for by the exercise of subscription rights, the Board of Directors will resolve on allotment of ordinary shares subscribed for without subscription rights as follows: the new ordinary shares will firstly be allotted to those who have also subscribed for ordinary shares by the exercise of subscription rights (regardless of whether the subscriber was a shareholder on the record date or not), secondly be allotted to other parties who have applied for subscription without subscription rights, and thirdly, any remaining ordinary shares will be allotted to the guarantors, in accordance with the terms and conditions set out in their respective guarantee undertakings.
Shareholders who choose not to participate in the rights issue will have their shareholding diluted by 50 percent but are able to financially compensate for this dilution by selling their subscription rights.
Subscription and guarantee undertakings
As announced by Collector on 21 January 2020, the company’s largest shareholders including Fastighets AB Balder, StrategiQ Capital AB, Lena Apler (through companies) and Erik Selin (through companies), jointly representing approximately 72 percent of the share capital and votes in Collector, have undertaken to subscribe their respective pro rata shares of the rights issue, corresponding to a total new investment in Collector of at least SEK 719 million. In addition, certain large shareholders in the company, including StrategiQ Capital AB, Lena Apler (through companies) and Erik Selin (through companies) have undertaken to guarantee the remainder of the rights issue. Consequently, Collector has obtained subscription and guarantee undertakings corresponding to 100 percent of the rights issue. More information regarding the undertakings will be available in the prospectus that Collector will prepare on the rights issue and that is estimated to be published on 3 March 2020.
Preliminary rights issue time table
|Last day of trading of the share including right to receive subscription rights||28 February|
|First day of trading of the share excluding right to receive subscription rights||2 March|
|Record date for receiving subscription rights||3 March|
|Publication of prospectus||3 March|
|Trading in subscription rights||5-17 March|
|Subscription period||5-19 March|
|Press release of outcome||Around 24 March|
SEB Corporate Finance is financial advisor and Advokatfirman Cederquist and Nord Advokater are legal advisors to Collector in connection with the rights issue.
For more information, please contact:
Peter Olsson, CFO
Telephone: +46 73 712 04 46
Madeleine Mörch, Finance & IR Manager
Telephone: +46 73 712 04 52
This is information that Collector AB (publ) is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact persons set out above, on 25 February 2020 at 08:00 CET.
The information in this press release does not contain or constitute an offer to acquire, subscribe or otherwise trade in shares, subscription rights or other securities in Collector. Any invitation to the persons concerned to subscribe for shares in Collector will only be made through the prospectus which Collector expects to publish around 3 March 2020.
This press release may not be released, published or distributed, directly or indirectly, in or into Australia, Canada, Hong Kong, Singapore, the United States or any other jurisdiction where participation would require additional prospectuses, registration or measures besides those required by Swedish law. Nor may this press release be distributed in or into such countries or any other country or jurisdiction in which distribution requires such measures or otherwise would be in conflict with applicable regulations. Any failure to comply with the restrictions described may result in a violation of applicable securities regulations.
No subscription rights, paid subscription shares (Sw. Betalda tecknade aktier) or shares issued by Collector have been, or will be, registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") or the securities legislation of any state or other jurisdiction of the United States and no subscription rights, paid subscription shares or shares may be offered, subscribed for, exercised, pledged, sold, resold, granted, delivered or otherwise transferred, directly or indirectly, in or into the United States. There will be no public offering of such securities in the United States. The securities referred to herein have not been approved or disapproved by the U.S. Securities and Exchange Commission (SEC), any state securities commission or other regulatory authority in the United States, nor have any of the foregoing authorities passed upon or endorsed the merits of the rights issue or the accuracy or adequacy of this announcement. Any representation to the contrary is a criminal offence in the United States.
This press release contains certain forward-looking information that reflects Collector's present view of future events as well as financial and operational development. Words such as “intend”, “assess”, “expect”, “may”, “plan”, “believe”, “estimate” and other expressions entailing indications or predictions of future development or trends, not based on historical facts, constitute forward-looking information. Forward-looking information is inherently associated with both known and unknown risks and uncertainties as it depends on future events and circumstances. Forward-looking information is not a guarantee of future results or development and actual outcomes may differ materially from the statements set forth in the forward-looking information.
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