FL Group hf. (FL) intends to increase its share capital through a private
placement to investors and aims to sell share capital worth up to ISK 10
billion. The purpose of the private placement is to reinforce the company's
equity base and to broaden its shareholder base and follows the company's
announcement on 4 December of its acquisition of shareholdings in real estate
companies and funds in Europe.
Size
FL intends to offer new share capital worth up to ISK 10 billion. The offer
price will be ISK 14.7 per share and the offer will involve up to 680,272,109
new shares, which represents a 7.36% increase in the company's current share
capital. In the event that demand significantly exceeds ISK 10 billion, the
private placement will be increased by up to ISK 5 billion. For this purpose,
up to 239,727,891 new shares will be issued additionally and up to a further
100,408,163 shares owned by the company will also be sold.
Subscriptions
Kaupthing Bank hf. Investment Banking (Kaupthing Bank) is acting as manager for
the private placement. Kaupthing Bank Equity Sales will accept subscriptions
until 4:00 p.m. on Friday 14 December 2007. The minimum subscription and
purchase is ISK 5 million.
Results
The Board of Directors of FL will, in consultation with Kaupthing Bank,
allocate sold shares, and it reserves the right to refuse individual
subscriptions, in part or in full. The results of the private placement will be
announced no later than 9:00 a.m. on Monday 17 December 2007.
Trading
The new shares are expected to be admitted for trading on OMX Nordic Exchange
Iceland hf. (OMX ICE) no later than Thursday 27 December 2007.
Payment
Investors shall pay for the shares no later than 4:00 p.m. on Friday 4 January
2008. As of Thursday 27 December 2007, the new shares will be delivered to
investors who have paid the respective purchase price.
Board authorisation
The Board of Directors of FL will exercise in part the authorisation provided
by item b, paragraph 2, article 4 of the company's Articles of Association to
increase the share capital.
Condition
The private placement and share capital increase is subject to the approval by
shareholders at a shareholders' meeting, to be held on 14 December 2007, of the
issue of up to 3,659,265,291 new shares at a price of ISK 14.7 per share to
Baugur Group hf. and subsidiaries (Baugur) in exchange for share capital in
specific real estate companies and funds. Baugur Group hf. have agreed that if
share capital worth more than ISK 10 billion is sold in the private placement,
the number of issued shares paid to Baugur will be reduced correspondingly and
the equivalent amount, up to ISK 5 billion, will be paid to Baugur in cash.
Rights issue during first quarter of 2008
FL intends to sell new share capital worth up to ISK 3 billion in a rights
issue to the company's shareholders during the first quarter of 2008. The offer
price will be ISK 14.7 per share and therefore up to 204,081,633 new shares
will be issued following the rights issue. Baugur has undertaken to waive its
pre-emptive rights in the offering. The record date for the rights issue will
be announced after the company´s fourth quarter results, which is expected in
the first week of February.
Further information:
Halldór Kristmannsson
Managing Director of Corporate Communications, FL Group
Telephone: +354 591 4400
E-mail: halldor@flgroup.is
Thórólfur Jónsson
Managing Director of Investment Banking, Kaupthing Bank hf.
Telephone: +354 444 6000
E-mail: thorolfur.jonsson@kaupthing.com
Frosti Reyr Rúnarsson
Head of Equity Sales, Kaupthing Bank hf.
Telephone: +354 444 6000
E-mail: frosti.runarsson@kaupthing.com
About FL Group
FL Group is an international investment company focusing on three areas of
investment, Financial and Insurance (FIG), Private Equity and Capital Markets.
FIG is a special investment function responsible for strategic investments in
banking, insurance and other financials. Private Equity oversees FL Group‘s
private equity holdings in addition to some listed positions that fit specific
investment criteria. The company's Capital Markets function oversees
investments in listed securities as well as derivatives and other alternative
trading for hedging or investment purposes. With head office in Reykjavik and
an office in London, FL Group invests in companies worldwide. The Company is
listed on the OMX Nordic Exchange in Iceland (OMX: FL), with over 4,000
shareholders.
More information on www.flgroup.is
