NOT FOR PUBLICATION OR DISTRIBUTION IN THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN
This announcement is not an offer for sale of shares in Bisnode. Shares in Bisnode have not been registered under the U.S.Securities Act of 1933, as amended (the "Securities Act") and may not be offered or sold in the United States absent registration or an exemption from the registration requirements of the Securities Act. Any public offering of shares in Bisnode will be made by means of a prospectus that may be obtained from Bisnode or the selling shareholder and that will contain detailed information about the Company and management, as well as financial statements. Bisnode and the selling shareholders do not intend to register the securities or conduct a public offering in the United States.
Ratos's subsidiary Bisnode today published its IPO prospectus.
Summary of the offering:
- The price band is set at SEK 31-37 per share
- The application period for the general public starts on 16 October and continues through 26 October 2007
- The application period for institutional investors starts on 16 October and continues through 29 October 2007
- The first trading day on the OMX Nordic Exchange Stockholm is scheduled for 30 October
Ratos's holding in Bisnode amounts to 70%, corresponding to 84,412,286 shares. Ratos intends to sell up to 52.2% of its shares in Bisnode in conjunction with the IPO, of which 45.6% is included in the basic offering and a further 6.6% constitutes a over-allotment option.
Based on the consolidated value of Bisnode at 30 June 2007, Ratos's exit gain is expected to be between SEK 250m and SEK 500m, depending on the listing price and whether the over-allotment option is exercised. The definitive capital gain will be adjusted based on Ratos's profit share until the date of sale and any translation differences.
Following the sale Ratos will own between 31% and 36% of the shares in Bisnode depending on the number of shares sold at the IPO.
For further information, please contact
Arne Karlsson, CEO Ratos, +46 8 700 17 00
Clara Bolinder-Lundberg, Head of Corporate Communications Ratos, +46 8 700 17 63
Lars Save, CEO Bisnode, +46 8 558 059 00
MEMBERS OF THE PUBLIC OUTSIDE OF SWEDEN ARE NOT ELIGIBLE TO TAKE PART IN THE OFFERING. OUTSIDE OF SWEDEN THIS ANNOUNCEMENT IS DIRECTED ONLY AT PERSONS WHOSE ORDINARY ACTIVITIES INVOLVE THEM IN ACQUIRING, HOLDING, MANAGING AND DISPOSING OF INVESTMENTS (AS PRINCIPAL OR AGENT) FOR THE PURPOSES OF THEIR BUSINESS AND WHO HAVE PROFESSIONAL EXPERIENCE IN MATTERS RELATING TO INVESTMENTS AND ARE (1) QUALIFIED INVESTORS AS DEFINED IN SECTION 86(7) OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 ("FSMA"), BEING PERSONS FALLING WITHIN THE MEANING OF ARTICLE 2.1(e)(i), (ii) OR (iii) OF DIRECTIVE 2003/71/EC (THE "PROSPECTUS DIRECTIVE") AND (2) IN THE UNITED KINGDOM FALL WITHIN ARTICLE 19(5) OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 (FINANCIAL PROMOTION) ORDER 2005, AS AMENDED (THE "ORDER") OR ARE PERSONS WHO FALL WITHIN ARTICLE 49(2)(a) TO (d) ("HIGH NET WORTH COMPANIES, UNINCORPORATED ASSOCIATIONS, ETC") OF THE ORDER (ALL SUCH PERSONS TOGETHER BEING REFERRED TO AS "RELEVANT PERSONS"). THIS ANNOUNCEMENT MUST NOT BE ACTED ON OR RELIED ON BY PERSONS WHO ARE NOT RELEVANT PERSONS. ANY INVESTMENT OR INVESTMENT ACTIVITY TO WHICH THIS ANNOUNCEMENT RELATES IS AVAILABLE ONLY TO RELEVANT PERSONS AND WILL BE ENGAGED IN ONLY WITH RELEVANT PERSONS. THIS ANNOUNCEMENT DOES NOT ITSELF CONSTITUTE AN OFFER FOR SALE OR SUBSCRIPTION OF ANY SECURITIES IN BISNODE.
This announcement and any offer if made subsequently is only addressed to and directed at persons in member states of the European Economic Area ("EEA") who are "qualified investors" within the meaning of Article 2(1)(e) of the Prospectus Directive (Directive 2003/71/EC) ("Qualified Investors").
Handelsbanken Capital Markets and UBS Investment Bank are acting for Bisnode, Ratos and Bonnier AB and no one else in connection with the sale and will not be responsible to any person other than Bisnode, Ratos AB and Bonnier AB for providing the protections afforded to clients of Handelsbanken Capital Markets and / or UBS Investment Bank nor for providing advice in relation to the sale.