CapMan Plc press release 20 March 2018 at 2.00 p.m. EET
CapMan considers issuance of new notes and announces a voluntary total redemption of its outstanding notes maturing in 2019
Not for release, publication or distribution in whole or in part, directly or indirectly, in or into the United States, Australia, Canada, Hong Kong, Japan, New Zealand, Singapore or South Africa or any other jurisdiction in which the release, publication or distribution would be unlawful.
CapMan Plc (the “Company”) is considering the issuance of new euro-denominated fixed rate notes with an expected maturity of five years (the “Notes”). The potential issue of the Notes is expected to take place in the near future subject to market conditions. The target size of the issue is EUR 50 million.
At the same time, the Company announces that it is going to voluntarily redeem all of its outstanding EUR 30 million notes due 15 October 2019 issued on 15 October 2015 (ISIN: FI4000176466) (the “Outstanding Notes”) with accrued and unpaid interest in accordance with the terms and conditions of the Outstanding Notes on or about 18 April 2018. The voluntary redemption of the Outstanding Notes is subject to, without limitation, the successful pricing of the Notes.
Application will be made for listing of the Notes on Nasdaq Helsinki Ltd. The proceeds from the Notes offering are intended to be used for refinancing certain existing indebtedness of the Company, including the voluntary total redemption of the Outstanding Notes, and for general corporate purposes.
OP Corporate Bank Plc acts as Lead Manager for the issue of the Notes.
Further information:
Niko Haavisto, CFO, CapMan Plc, tel. +358 50 465 4125
CapMan
www.capman.com
@CapManPE
CapMan is a leading Nordic private asset expert with an active approach to value-creation in its target companies and assets. We offer a wide selection of investment products and services. As one of the Nordic private equity pioneers we have developed hundreds of companies and real estate and created substantial value in these businesses and assets over the last 28 years. CapMan has today 118 private equity professionals and manages approximately €2.8 billion in assets under management. We mainly manage the assets of our customers, the investors, but also make investments from our own balance sheet. Our objective is to provide attractive returns and innovative solutions to investors. Our current investment strategies cover Real Estate, Buyout, Russia, Credit, Growth Equity and Infrastructure. We also have a growing service business that currently includes procurement services (CaPS), fundraising advisory (Scala Fund Advisory), and fund management services.
DISCLAIMER
This release is for information purposes only and is not to be construed as an offer to purchase or sell or a solicitation of an offer to purchase or sell with respect to any securities of CapMan Plc (“CapMan“). The distribution of this release and the related material concerning the issuance of the Notes may, in certain jurisdictions, be restricted by law. No actions have been taken to register or qualify the Notes, or otherwise to permit a public offering of the Notes, in any jurisdiction. Any offering material or documentation related to the Notes may be received only in compliance with applicable exemptions or restrictions. Persons into whose possession this release or any such offering material or documentation may come are required to inform themselves of and observe all such restrictions. This release and any such offering material or documentation may not be distributed or published in any country or jurisdiction if to do so would constitute a violation of the relevant laws of such jurisdiction or would require actions under the laws of a state or jurisdiction. In particular this release and any such offering material or documentation may not be distributed in the United States, Australia, Canada, Hong Kong, Japan, New Zealand, Singapore, South Africa or any other jurisdiction in which it would not be permissible to offer the Notes and this release and any related material concerning the issuance of the Notes may not be sent to any person in the beforementioned jurisdictions. The information contained herein shall not constitute an offer to sell or buy, or a solicitation of an offer to buy or sell any of CapMan’s securities including the Notes to any person in any jurisdiction in which such offer, solicitation or sale would be unlawful. Neither CapMan or OP Corporate Bank plc, or their representatives accept any legal responsibility for any violation by any person, whether or not the persons contemplating investing in or divesting CapMan’s securities including the Notes are aware of such restrictions. The Notes have not been and will not be registered under the U.S. Securities Act, or under the securities laws of any state or other jurisdiction of the United States. The Notes may not be offered, sold, pledged or otherwise transferred directly or indirectly within the United States or to, or for the account or benefit of, U.S. Persons.
CapMan has not authorized the offering of the Notes to the public in any member state of the European Economic Area (the “EEA“). All offers of the Notes in the EEA will be made pursuant to an exemption under the Prospectus Directive (Directive 2003/71/EC as amended), as implemented in the member states of the EEA (each, a “Relevant Member State“), from the requirement to produce a prospectus under the Prospectus Directive for offers of securities. An offer to the public of the Notes may not be made in that Relevant Member State, except that an offer of the Notes to the public in that Relevant Member State may be made under the following exemptions from the Prospectus Directive, if they have been implemented in that Relevant Member State: (a) to any legal entity which is a qualified investor as defined in the Prospectus Directive; (b) to fewer than 100, or, if the Relevant Member State has implemented the relevant provisions of the 2010 PD Amending Directive, to fewer than 150 natural or legal persons (other than qualified investors as defined in the Prospectus Directive), as permitted under the Prospectus Directive; or (c) in any other circumstances falling within Article 3(2) of the Prospectus Directive, provided that no such offer of securities shall result in a requirement for CapMan or OP Corporate Bank plc to publish a prospectus pursuant to Article 3 of the Prospectus Directive or supplement a prospectus pursuant to Article 16 of the Prospectus Directive. The expression an “offer to the public” in relation to the Notes in any Relevant Member State means the communication in any form and by any means of sufficient information on the terms of the offer and any securities to be offered so as to enable an investor to decide to purchase any securities, as the same may be varied in that Relevant Member State by any measure implementing the Prospectus Directive in that Relevant Member State, the expression “2010 PD Amending Directive” means Directive 2010/73/EU amending the Prospectus Directive.
This communication does not constitute an offer of the securities to the public in the United Kingdom. No prospectus has been or will be approved in the United Kingdom in respect of the Notes. This communication is being distributed to and is directed only at (i) persons who are outside the United Kingdom or (ii) (a) have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order“) or (b) persons falling within Article 49(2)(a) to (d) of the Order, or other persons to whom they may be lawfully communicated (all such persons together being referred to as “Relevant Persons“). Any investment activity to which this communication 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 document or any of its contents.
