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2016-11-22

Blackstone: BLACKSTONE ANNOUNCES OUTCOME AND EXTENDS THE ACCEPTANCE PERIOD IN THE OFFER FOR D. CARNEGIE & CO

The Offer is not being made, and this press release may not be
distributed, directly or indirectly, in or into, nor will any tender
of shares be accepted from or on behalf of holders in Australia,
Canada, Hong Kong, Japan, New Zealand or South Africa, or any other
jurisdiction in which the making of the Offer, the distribution of
this press release or the acceptance of any tender of shares would
contravene applicable laws or regulations or require further offer
documents, filings or other actions in addition to those required
under Swedish law. Shareholders should refer to the offer
restrictions included in the section titled "Important information"
at the end of this press release and in the tender offer document
which has been published on Vega Holdco's website www.vegaholdco.com.
Shareholders in the United States should also refer to the section
titled "Special notice to shareholders in the United States" at the
end of this press release. Press release 22 November 2016

On 17 October 2016, Vega Holdco S.à r.l. ("Vega Holdco"), an entity
wholly owned by real estate funds advised by affiliates of The
Blackstone Group L.P. (together with its affiliates, "Blackstone"),
announced a mandatory cash offer to the shareholders and warrant
holders of D. Carnegie & Co AB (publ) ("D. Carnegie & Co" or the
"Company") to tender all shares and warrants in D. Carnegie & Co to
Vega Holdco (the "Offer").

The shares tendered in the Offer at the end of the initial acceptance
period on 18 November 2016, together with the shares already held or
otherwise controlled (including through powers of attorney) by Vega
Holdco and acquired outside the Offer, amounts to in aggregate
42,312,423 shares in D. Carnegie & Co, comprising 5,369,866 A-shares
and 36,942,557 B-shares, corresponding to 54.7 percent of the share
capital and 64.6 percent of the voting rights in D. Carnegie & Co.

To provide the remaining shareholders and warrant holders of D.
Carnegie & Co who have not tendered their shares and/or warrants more
time to accept the Offer, the acceptance period will be open beyond
the end of the initial acceptance period, until 7 December 2016 at
15.00 (CET). Vega Holdco reserves the right to further extend the
acceptance period for the Offer.

Prior to announcement of the Offer, Vega Holdco held in aggregate
24,559,379 shares in D. Carnegie & Co, comprising 3,676,190 A-shares
and 20,883,189 B-shares, corresponding to approximately 40 percent of
the voting rights and 32 percent of the share capital in D. Carnegie
& Co. In addition, Vega Holdco controlled the voting rights of in
aggregate 6,784,241 shares, comprising 1,594,333 A-shares and
5,189,908 B-shares, resulting in Vega Holdco controlling a total of
53 percent of the voting rights in D. Carnegie & Co. Vega Holdco has,
following the announcement of the Offer on 17 October 2016, outside
the Offer acquired in total 198,841 B-shares in D. Carnegie & Co,
corresponding to approximately 0.20 percent of the voting rights and
0.26 percent of the share capital in D. Carnegie & Co. None of these
shares have been acquired at a price which exceeds the price in the
Offer.

At the end of the initial acceptance period on 18 November 2016, the
Offer had been accepted by shareholders representing in total
10,769,962 shares in D. Carnegie & Co, comprising 99,343 A-shares and
10,670,619 B-shares, corresponding to 13.9 percent of the share
capital and 11.3 percent of the voting rights in D. Carnegie & Co.
The warrants tendered in the Offer at the end of the initial
acceptance period on 18 November 2016 amounts to in aggregate
2,700,000 warrants in D. Carnegie & Co, comprising 1,360,000 warrants
of series 2014/2017, 751,000 warrants of series 2015/2018 and 589,000
warrants of series 2016/2019, corresponding to 82.4 percent of the
total number of warrants in D. Carnegie & Co. The warrants tendered
in the Offer entitle to subscription of 2,700,000 B-shares and
2,700,000 votes in D. Carnegie & Co.

Except for the warrants tendered in the Offer, Vega Holdco does not
hold any financial instruments that give financial exposure to D.
Carnegie & Co shares.

Settlement for shares and warrants tendered in the Offer during the
initial acceptance period will take place in accordance with
previously communicated plan, i.e. around 2 December 2016. Settlement
for shares and warrants tendered in the Offer during the additional
acceptance period is expected to occur around 21 December 2016.

Vega Holdco

For more information about the Offer, please see: www.vegaholdco.com

For additional queries, please contact:

Andrew Dowler

Blackstone

+44 (0)20 7451 4275

andrew.dowler@blackstone.com

For Nordic media: JKL +46-73 503 12 86, blackstone@jklgroup.com

About Blackstone Real Estate

Blackstone is a global leader in real estate investing. Blackstone's
real estate business was founded in 1991 and has over $100 billion in
investor capital under management. Blackstone's real estate portfolio
includes hotel, office, retail, industrial and residential properties
in the US, Europe, Asia and Latin America. Major holdings include
Hilton Worldwide, Logicor (pan-European logistics), and prime office
buildings in the world's major cities.

This press release was submitted for publication on 22 November 2016
at 19:30 (CET).

Important information

The Offer is not being made to persons whose participation in the
Offer requires that any additional offer document is prepared or
registration effected or that any other measures are taken in
addition to those required under Swedish law. This press release and
any documentation relating to the Offer are not being distributed and
must not be mailed or otherwise distributed or sent in or into any
country in which the distribution or offering would require any such
additional measures to be taken or would be in conflict with any law
or regulation in such country - any such action will not be permitted
or sanctioned by Vega Holdco. Any purported acceptance of the Offer
resulting directly or indirectly from a violation of these
restrictions may be disregarded.

The Offer is not being made, directly or indirectly, in or into
Australia, Canada, Hong Kong, Japan, New Zealand or South Africa by
use of mail or any other means or instrumentality (including, without
limitation, facsimile transmission, electronic mail, telex, telephone
and the Internet) of interstate or foreign commerce, or of any
facility of national security exchange, of Australia, Canada, Hong
Kong, Japan, New Zealand or South Africa, and the Offer cannot be
accepted by any such use, means, instrumentality or facility of, or
from within Australia, Canada, Hong Kong, Japan, New Zealand or South
Africa. Accordingly, this press release and any documentation
relating to the Offer are not being and should not be mailed or
otherwise distributed, forwarded or sent into Australia, Canada, Hong
Kong, Japan, New Zealand or South Africa. Vega Holdco will not
deliver any consideration from the Offer into Australia, Canada, Hong
Kong, Japan, New Zealand or South Africa.

Statements in this press release relating to future status or
circumstances, including statements regarding future performance,
growth and other trend projections and the other benefits of the
Offer, are forward-looking statements. These statements may
generally, but not always, be identified by the use of words such as
"anticipates", "intends", "expects", "believes", or similar
expressions. By their nature, forward-looking statements involve risk
and uncertainty because they relate to events and depend on
circumstances that will occur in the future. There can be no
assurance that actual results will not differ materially from those
expressed or implied by these forward-looking statements due to many
factors, many of which are outside the control of Vega Holdco and D.
Carnegie & Co.

Special notice to shareholders in the United States

The Offer is being made for a company incorporated under Swedish law,
and is subject to Swedish disclosure and procedural requirements,
which are different from those of the United States. The Company's
financial statements, and all financial information that is included
in any offer document, or any other documents relating to the Offer,
have been or will be prepared in accordance with IFRS 1 and may not
be comparable to financial statements of companies in the United
States or other companies whose financial statements are prepared in
accordance with U.S. generally accepted accounting principles.

The Offer is being made in the United States pursuant to Section 14(e)
and Regulation 14E under the U.S. Securities Exchange Act of 1934 as
a "Tier II" tender offer, and otherwise in accordance with the
requirements of Swedish law. Accordingly, the Offer will be subject
to disclosure and other procedural requirements, including with
respect to withdrawal rights, offer timetable, settlement procedures
and timing of payments that are different from those applicable under
U.S. domestic tender offer procedures and law.

It may be difficult for U.S. shareholders to enforce their rights and
any claims they may have arising under the U.S. federal securities
laws in connection with the Offer, since the Company and Vega Holdco
are located in countries other than the United States, and some or
all of their officers and directors may be residents of countries
other than the United States. U.S. shareholders may not be able to
sue the Company or Vega Holdco or their respective officers or
directors in a non-U.S. court for violations of U.S. securities laws.
Further, it may be difficult to compel the Company or Vega Holdco and
their respective affiliates to subject themselves to the jurisdiction
or judgment of a U.S. court.

To the extent permissible under applicable law or regulations, Vega
Holdco and its affiliates or brokers (acting as agents for Vega
Holdco or its affiliates, as applicable) may from time to time after
the date hereof, and other than pursuant to the Offer, directly or
indirectly purchase or arrange to purchase, shares of the Company,
that are the subject of the Offer or any securities that are
convertible into, exchangeable for or exercisable for such shares. To
the extent information about such purchases or arrangements to
purchase is made public in Sweden, such information will be disclosed
by means of a press release o other means reasonably calculated to
inform U.S. shareholders of the Company of such information. In
addition, the financial advisors to Vega Holdco may also engage in
ordinary course trading activities in securities of the Company,
which may include purchases or arrangements to purchase such
securities. Vega Holdco and/or its affiliates or brokers have
purchased shares of the Company during the period follo...

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