Bure establishes the first Swedish SPAC on Nasdaq Stockholm and intends to invest SEK 700 million in its capacity as sponsor

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Bure Equity AB (publ) (“Bure”) has established ACQ Bure AB (publ) (”ACQ” or the ”Company”), a Swedish acquisition company, so-called SPAC (Special Purpose Acquisition Company). The intention is to proceed with an initial public offering of the Company’s shares on Nasdaq Stockholm (the “Offering” or the “IPO”) and in connection with the IPO raise capital amounting to approximately SEK 3.5 billion and within 36 months thereafter acquire an unlisted company. Bure intends to invest SEK 700 million in ACQ, which corresponds to approximately 20 per cent of the total outstanding shares in the Company after the Offering. Total subscription undertakings from both cornerstone investors and Bure corresponds to a total of approximately 60 per cent of the total outstanding shares in the Company after the Offering.
 
Patrik Tigerschiöld, Chairman of Bure, comments:
”We are delighted to be able to present ACQ – the first Swedish SPAC intended to be listed on Nasdaq Stockholm. Through ACQ we are creating a structure that is new on the Swedish market. There are similar structures in the United States but we have adjusted this model to Swedish conditions and made it more long-term and industrial in its design. The basic principle for ACQ is that all shareholders benefit from Bure’s investment organisation and industrial network.”
 
Henrik Blomquist, CEO of Bure, comments:
”For more than 20 years, Bure has, together with other owners, successfully developed companies in a listed environment, and cooperating with other owners has become an integral part of Bure’s value-creation model. In ACQ, we have exactly this opportunity and it is very gratifying that five leading Swedish institutions have chosen to invest in ACQ to work together with Bure with business development in a listed environment.”
 
Bure has established the acquisition company ACQ with the intention to raise capital amounting to approximately SEK 3.5 billion through an initial public offering and within 36 months thereafter acquire an unlisted company. Bure intends to invest SEK 700 million in ACQ, which corresponds to approximately 20 per cent of the total outstanding shares in the Company after the Offering. Initially, ACQ will be a listed company that only contains a cash balance. Following an acquisition of an unlisted company, the acquired company will constitute the new operating entity where value is created for the shareholders.
 
The reason and background is that Bure sees great opportunities in offering an attractive structure for owners of unlisted businesses to become listed on a stock exchange. Together with ACQ, the unlisted company can thereafter commence a new phase in its business development with strong, experienced and long-term owners. The initiative with ACQ has been enabled by Nasdaq Stockholm’s new SPAC regulations which became effective on 1 February 2021.
 
Bure will subscribe for shares on the same terms as other investors. Bure has also, in its capacity as sponsor and initiator of ACQ, subscribed for warrants, so-called sponsor warrants, which can be exercised for subscription of shares in the Company no earlier than five years, and no later than ten years after the issue. This provides Bure with a strong incentive to be a long-term and engaged owner that contributes to the Company’s development. It is also Bure’s investment organisation which will assist with identifying and proposing potential acquisition targets for ACQ.
 
Transaction details
The intended Offering will consist of newly issued ordinary shares by the Company. Through the sale of ordinary shares, ACQ is expected to raise approximately SEK 3.5 billion.
 
Ahead of the contemplated IPO on Nasdaq Stockholm, cornerstone investors, including AMF Pensionsförsäkring, AMF Fonder, The Fourth Swedish National Pension Fund (AP4), SEB Fonder, and SEB-Stiftelsen, have undertaken to subscribe for shares in the Offering corresponding to a total of approximately 40 per cent of the total outstanding shares in the Company after the Offering. Furthermore, Bure’s investment of SEK 700 million in ACQ corresponds to approximately 20 per cent of the total outstanding shares in the Company after the Offering. Total subscription undertakings from both cornerstone investors and Bure corresponds to a total of approximately 60 per cent of the total outstanding shares in the Company after the Offering.
 
Full terms, conditions and instructions for the contemplated IPO will be included in the prospectus that will be prepared by ACQ in connection with the contemplated IPO, which is expected to be publicly available around mid-March 2021 and published on ACQ’s website, www.acq.se.
 
Nasdaq Stockholm has assessed that ACQ fulfils the applicable listing requirements. Nasdaq Stockholm will approve an application for admission to trading of the Company’s shares on Nasdaq Stockholm, provided that certain conditions are fulfilled, including that ACQ submits such application and fulfils the distribution requirement no later than on the first day of trading.
 
First day of trading in ACQ’s shares on Nasdaq Stockholm is expected to be towards the end of March 2021.
 
Skandinaviska Enskilda Banken AB (publ) (”SEB”) is acting as Sole Global Coordinator and Bookrunner in the contemplated IPO. Advokatfirman Cederquist KB and Nord Advokater are legal advisors to ACQ. Avanza Bank AB (publ) acts as Retail Manager together with SEB in relation to the contemplated IPO.
 
About ACQ
ACQ is a Swedish acquisition company, a so-called Special Purpose Acquisition Company (SPAC) established on the initiative of Bure. The purpose of ACQ is to raise capital through an initial public offering and within 36 months thereafter acquire an unlisted company which, through ACQ, after review and approval, will be listed on Nasdaq Stockholm.
 
ACQ’s investment strategy is to identify and complete an acquisition of a company that can create value for the shareholders over time. Potential target companies primarily include unlisted, sustainable, Nordic high-quality companies, with an enterprise value of approximately SEK 3-7 billion and which are operating in markets with great potential or in niche markets where the target company has a leading position.
 
Bure will be the so-called sponsor of ACQ and will own approximately 20 per cent of the total outstanding shares in ACQ after the Offering with the intention of being a long-term principal owner in ACQ. As sponsor and initiator, Bure has also subscribed for sponsor warrants (the ”Sponsor Warrants”) in ACQ, which can be exercised for subscription of shares no earlier than five years, and no later than ten years after the issue. The number of Sponsor Warrants is expected to correspond to 12 per cent of the total outstanding shares in the Company after the Offering. Each Sponsor Warrant entitles to subscription of one (1) share in the Company at a subscription price of 130 per cent of the price per share in the Offering but the Company has the option to apply an alternative exercise model which entails that less capital will be contributed to the Company and that fewer new shares will be issued.
 
The initiative with ACQ is a natural next step in Bure’s development of the company’s investment activities as it increases Bure’s opportunities to acquire larger unlisted companies and thereby gain access to a new selection of investment targets.
 
ACQ considers that Bure’s large network, in combination with Bure’s understanding and knowledge of transactions, private and public markets as well as the valuation dynamics on these markets, make Bure well suited to identify and evaluate attractive acquisition opportunities on behalf of ACQ.
 
More information about ACQ is available on the Company’s website, www.acq.se.
 
About Bure
Bure is an investment company with its headquarters in Stockholm and is listed on Nasdaq Stockholm since 1993. Through actively developing a diversified portfolio of professionally managed companies and businesses, Bure aims to create value and returns to its shareholders. Bure’s investments as of 9 March 2021 consists of twelve portfolio companies – the majority technology-based with a strong focus on international markets.

Bure’s holding of shares in MedCap AB

Bure Equity AB (publ) has divested 1,500,000 shares in MedCap AB and thereafter holds 9.84 per cent of the capital and the votes.

MedCap AB is listed on Nasdaq Stockholm. Bure’s holding of shares in MedCap consists of 1,456,017 shares which is equivalent to 9.84 per cent of the total number of shares and votes in the company.

Bure has resolved upon a directed share issue of 1,000 MSEK

Bure Equity AB (publ), (“Bure Equity” or the “Company”) has today, in accordance with the press releases published on 10 and 11 June 2020, by using the authorisation from the annual general meeting on 11 June 2020, resolved to carry out the directed share issue which will raise 1,000 MSEK in gross proceeds (the “Directed Share Issue”).

Through the Directed Share Issue, the Company’s share capital will increase by SEK 40,180,204 from SEK 535,518,034 to SEK 575,698,238 by new issue of 5,175,000 ordinary shares, resulting in the total number of shares increasing from 68,971,921 shares to 74,146,921 shares. The Directed Share Issue will result in a dilution of 7.0 per cent of the capital and 7.0 per cent of the votes for existing shareholders based on the total number of shares and votes in the Company after the Directed Share Issue. It is expected that investors in the Directed Share Issue will be delivered their shares around 22 June 2020.

Skandinaviska Enskilda Banken AB has been Sole Bookrunner in the Directed Share Issue and Kanter Advokatbyrå KB has been legal adviser to Bure.

The Tigerschiöld and Björkman families have confirmed their intentions to remain as long-term owners in Bure.

Important information

Publication, distribution or release of this press release may, in certain jurisdictions, be subject to restrictions. The recipients of this press release in jurisdictions where this press release has been published or distributed shall inform themselves of and follow such restrictions. This press release does not constitute an offer, or a solicitation of any offer, to buy or subscribe for any securities in the Company in any jurisdiction, neither from Bure Equity nor from anyone else.

This announcement does not identify or suggest, or purport to identify or suggest, the risks (direct or indirect) that may be associated with an investment in the new shares. Any investment decision in connection with the Directed Share Issue must be made on the basis of all publicly available information relating to the Company and the Company’s shares. The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy or completeness.

This announcement does not constitute a recommendation concerning any investor’s option with respect to the Directed Share Issue. Each investor or prospective investor should conduct his, her or its own investigation, analysis and evaluation of the business and data described in this announcement and publicly available information. The price and value of securities can go down as well as up. Past performance is not a guide to future performance.

This press release does not constitute or form part of an offer or solicitation to purchase or subscribe for securities in the United States. The securities referred to herein may not be sold in the United States absent registration or an exemption from registration under the US Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold within the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. There is no intention to register any securities referred to herein in the United States or to make a public offering of the securities in the United States. The information in this press release may not be published, distributed or released, directly or indirectly, in whole or in part, within or into the United States of America, Australia, Canada, Hong Kong, Israel, Japan, New Zeeland, South Africa, Switzerland or in any other jurisdiction where such publication, distribution or release of the information would not comply with applicable laws and regulations or would require prospectuses, registration or any other measures than those required by Swedish law. Actions taken in violation of this instruction may constitute a crime against applicable securities laws and regulations.

This press release is not a prospectus for the purposes of Regulation 2017/1129 of the European parliament and of the council (the “Prospectus Regulation”) and has not been approved by any regulatory authority in any jurisdiction. Bure Equity has not authorised any offer to the public of shares or rights in any member state of the EEA and no prospectus has been or will be prepared in connection with the Directed Share Issue. In any EEA Member State, this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of the Prospectus Regulation.

This press release is only being distributed to and is only directed at persons in the United Kingdom that are (i) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”) or (ii) high net worth entities, and other persons to whom this announcement may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as “Relevant Persons”). This press release must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this press release relates is available only to Relevant Persons and will be engaged in only with Relevant Persons. Persons distributing this press release must satisfy themselves that it is lawful to do so.

This press release may contain forward-looking statements which reflect Bure Equity’s current view on future events and financial and operational development. Words such as “intend”, “expect”, “anticipate”, “may”, “believe”, “plan”, “estimate” and other expressions which imply indications or predictions of future development or trends, and which are not based on historical facts, are intended to identify forward-looking statements. Forward-looking statements inherently involve both known and unknown risks and uncertainties as they depend on future events and circumstances. Forward-looking statements do not guarantee future results or development and the actual outcome could differ materially from the forward-looking statements.

BURE AQUIRES SHARES IN CAVOTEC

Bure Equity AB (publ) has acquired 7,803,248 shares in Cavotec SA and thereafter holds 36.2 percent of the capital and the votes in the company.

 
Bure has acquired 7,803,248 shares in Cavotec on 8 May 2020. After the transaction, Bure’s total holding in Cavotec amounts to 34,071,619 shares which is equivalent to 36.2 percent of the total number of shares and votes in the company. Cavotec is listed on Nasdaq Stockholm. The mandatory provisions in accordance with the Act on public takeover bids in the stock market do not apply as Cavotec is a Swiss company.

Nominating committee for the 2020 annual general meeting in Bure

The Nominating Committee for the 2020 annual general meeting has been appointed. In accordance with a decision at the annual general meeting, the three largest shareholders or owner groups shall be given the opportunity to appoint a member to the Nominating Committee. The Board Chairman shall be a member of the Nominating Committee.

The following members have been appointed to Bure’s Nominating Committee:

Per Björkman, appointed by the Björkman family
Erik Durhan, appointed by Nordea Investment Funds
Patrik Tigerschiöld, appointed by the Tigerschiöld family

The Chairman of the Board, Patrik Tigerschiöld, shall convene the first meeting of the Committee.

The Nominating Committee has been appointed according to the instructions from the Annual General Meeting in 2019. The members of the Nominating Committee together represent 39.3
per cent of the votes attached to all voting shares in the company.

The Annual General Meeting of Bure Equity AB will be held on 6 May 2020.

The tasks and responsibilities of the Nominating Committee are described on the website, www.bure.se

Shareholders who wish to recommend candidates for nomination can contact Bure’s Nominating Committee via e-mail: info@bure.se (“To the Nominating Committee”), or by mail to: Bure Equity AB, Att: Chairman of the Board, Nybrogatan 6, SE-114 34 Stockholm, no later than 31 January 2020.

Bure Equity AB (publ)

For more information contact:
Patrik Tigerschiöld, Chairman of the Board

Tel. +46 (0)8-614 00 20

BURE HAS AQUIRED SHARES IN YUBICO AB

Yubico has completed a directed share issue to Meritech Capital Partners, a venture capital firm based in Pal Alto, California. In connection with the rights issue, Bure will acquire 140,000 shares from existing shareholders for a total of SEK 50m. After the transaction Bure will own 18,8% of the capital and votes in the company before dilution.

As a result of the transaction and in accordance with IFRS 9, Bure has increased the value of its holding in Yubico by SEK 507m compared to book value at the end of the second quarter 2019. Following the transaction, the total book value of Bure’s holding in Yubico amounts to SEK 989m.

Bure Equity AB (publ)