Axactor SE

Share Issue/Capital Change • Oct 12, 2016

AXA - Contemplated private placement

AXA - Contemplated private placement

PRESS RELASE DATED 2016-10-12

AXA - Contemplated private placement

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR

INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN OR THE

UNITED STATES

Axactor AB (the "Company") has retained Carnegie and DNB Markets (the

"Managers") to advise on and effect a private placement of new shares directed

towards Norwegian and international investors after the close of Oslo Stock

Exchange today (the "Private Placement").

In the Private Placement, the Company is offering up to 230 million new shares

(the "Offer Shares"), representing approximately 24% of the currently

outstanding capital of the Company. The subscription price in the Private

Placement will be determined through an accelerated bookbuilding process. The

minimum subscription and allocation in the Private Placement has been set to the

number of New Shares that equals an aggregate subscription price of at least the

NOK equivalent of EUR 100,000.

The Company has received significant indications of interest from existing

shareholders, as well as new institutional investors to subscribe for shares in

the Private Placement.

The net proceeds from the Private Placement will be used for acquisitions of non

-performing loan portfolios in existing geographies, as well as for general

corporate purposes.

The bookbuilding period for the Private Placement opens today at 16:30 CET and

closes 13 October 2016 at 08:00 CET. The Company may, however, at any time

resolve to close or extend the bookbuilding period at its sole discretion and on

short notice.

The Company will announce the final number of shares placed and the final

subscription price in the Private Placement in a stock exchange announcement

expected to be published before opening of trading on the Oslo Stock Exchange

tomorrow, 13 October 2016.

The Offer Shares to be issued in connection with the Private Placement will be

issued based on the board authorisation granted by the Company's annual general

meeting on 26 May 2016. Allocation of the New Shares will be determined at the

end of the book-building process, and final allocation will be made by the

Company's Board of Directors as its sole discretion, following advice from the

Managers. The waiver of the preferential rights inherent in a private placement

is considered necessary in the interest of time and successful completion.

Notification of allotment and payment instructions will be sent to the

applicants by the Managers on or about 13 October 2016, subject to any

shortenings or extensions of the book building period. In order to provide for

prompt registration of the share capital increase, the Company and the Managers

expect to enter into an agreement related to pre-funding of the payment for the

Offer Shares allocated in the Private Placement, such agreement regulating inter

alia certain rights and obligations of the Company and the Managers related to

the pre-funding.

The Private Placement will be divided into i) a Tranche 1 consisting of up to

71.7 million Offer Shares, and ii) a Tranche 2 consisting of up to 158.3 million

Offer Shares.

The Tranche 1 shares are tradable once the share capital has been registered in

the Swedish Companies Registry and announced by the Company, expected on or

about 18 October 2016. The Offer Shares in Tranche 1 will be settled through a

delivery versus payment transaction expected on or about 19 October 2016.

The Tranche 2 shares are tradable once the share capital has been registered in

the Swedish Companies Registry and the listing prospectus has been approved by

the Swedish Financial Supervisory Authority and published, expected within

November 2016. The Offer Shares in Tranche 2 will be settled through a delivery

versus payment transaction following the registration of the share capital and

approval of the prospectus.

The share issuance will be carried out as a private placement in order to

complete a transaction and without the significant discount typically seen in

rights issues, and also for the Company to be able to complete a transaction in

today's market conditions. As a consequence of the private placement structure,

the shareholders' preferential rights will be deviated from.

Subject to the completion of the Private Placement, the Board of Directors will

consider to carry out a subsequent offering directed towards shareholders in the

Company as of close of trading today, 12 October 2016 (and as registered in the

VPS on 14 October 2016) who were not allocated shares in the Private Placement,

and who are not resident in a jurisdiction where such offering would be

unlawful, or would (in jurisdictions other than Sweden or Norway) require any

prospectus filing, registration or similar action (the "Subsequent Offering").

The subscription price in the Subsequent Offering will be equal to the

subscription price in the Private Placement. The decision to propose the

Subsequent Offering is, among other things, dependent upon the subscription

price in the Private Placement and it cannot be guaranteed that the Board of

Directors will propose the Subsequent Offering.

For further information, please contact:

Endre Rangnes

Chief Executive Officer

Mail: endre.rangnes@axactor.com

Tel: +46 8 402 28 00

Cell Phone: +47 48 22 11 11

Geir Johansen

Chief Financial Officer

Mail: geir.johansen@axactor.com

Cell Phone: +47 477 10 451

Cautionary Statement: Statements and assumptions made in this document with

respect to Axactor AB's ("Axactor") current plans, estimates, strategies and

beliefs, and other statements that are not historical facts, are forward-looking

statements about the future performance of Axactor. Forward-looking statements

include, but are not limited to, those using words such as "may", "might",

"seeks", "expects", "anticipates", "estimates", "believes", "projects", "plans",

strategy", "forecast" and similar expressions. These statements reflect

management's expectations and assumptions in light of currently available

information. They are subject to a number of risks and uncertainties, including,

but not limited to, (i) changes in the economic, regulatory and political

environments in the countries where Axactor operates; (ii) changes relating to

the statistic information available in respect of the various debt collection

projects undertaken; (iii) Axactor's continued ability to secure enough

financing to carry on its operations as a going concern; (iv) the success of its

potential partners, ventures and alliances, if any; (v) currency exchange rate

fluctuations between the SEK and the currencies in other countries where Axactor

or its subsidiaries operate. In the light of the risks and uncertainties

involved in the debt collection business, the actual results could differ

materially from those presented and forecast in this document. Axactor assumes

no unconditional obligation to immediately update any such statements and/or

forecasts.