Prospectus • Oct 30, 2015
Prospectus
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STABILISATION AND OVER-ALLOTMENT NOTICE
NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, TO
U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN OR INTO THE
UNITED STATES, AUSTRALIA, HONG KONG, CANADA OR JAPAN, OR ANY
OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE
WOULD BE UNLAWFUL.
KID ASA - STABILISATION AND OVER-ALLOTMENT NOTICE
Lier, 30 October 2015: Reference is made to the stock
exchange announcement published on 30 October 2015, in which
Kid ASA ("Kid" or the "Company") announced the successful
completion of the bookbuilding period for the initial public
offering of the shares (the "Offering").
ABG Sundal Collier ASA (the "Stabilisation Manager") may, on
behalf of the Joint Bookrunners for the Offering and listing
of the shares (the "Shares") of Kid, engage in stabilisation
activities in the Shares from 2 November 2015, the first day
of trading, to and including 2 December 2015 (the
"Stabilisation Period").
The stabilisation transactions are aimed to support the
market price of the Shares. In connection with the Offering,
the Joint Bookrunners have been granted an over-allotment
option (the "Over-allotment Option") and have over-allotted
to the investors in the Offering 3,054,838 Shares. The over-
allotted Shares have been borrowed from Gjelsten Holding AS.
The Over-allotment Option entitles the Joint Bookrunners, at
the request of the Stabilisation Manager, to purchase up to
3,054,838 additional Shares from Gjelsten Holding AS at a
price per Share equal to the offer price in the Offering of
NOK 31 per Share (the "Offer Price").
The Stabilisation Manager (or persons acting on behalf of
the Stabilisation Manager) may effect transactions that
stabilise or maintain the price of the Shares at a level
higher than that which might otherwise prevail, by buying
Shares in the open market at prices equal to or lower than
(but not above) the Offer Price. However, there is no
obligation on the Stabilisation Manager or any person acting
for the Stabilisation Manager to do so. Moreover, there is
no assurance that the Stabilisation Manager (or persons
acting on behalf of the Stabilisation Manager) will
undertake stabilisation activities. If stabilisation
activities are commenced, they may be discontinued at any
time, and must end upon the expiry of the Stabilisation
Period.
Within one week after the expiry of the Stabilisation
Period, the Stabilisation Manager will publish information
as to whether or not price stabilisation activities were
undertaken. If stabilisation activities were undertaken, the
statement will also include information about: (i) the total
amount of Shares sold and purchased; (ii) the dates on which
the stabilisation period began and ended; (iii) the price
range between which stabilisation was carried out, as well
as the highest, lowest and average price paid during the
stabilisation period; and (iv) the date at which
stabilisation activities last occurred.
Any stabilisation activities will be conducted in accordance
with Section 3-12 of the Norwegian Securities Trading Act
and the EC Commission Regulation 2273/2003 regarding buy-
back programmes and stabilisation of financial instruments.
For further details see the prospectus dated 16 October 2015
issued by Kid in connection with the Offering.
ABG Sundal Collier ASA and Arctic Securities AS
(collectively the "Joint Bookrunners") are acting as Joint
Bookrunners in the IPO.
For further enquiries, please contact:
Petter Schouw-Hansen, CFO
+47 482 24 534
ABOUT KID ASA
Kid is the leading and most profitable retailer in the
Norwegian home textile market, typified by products like
duvets, pillows, curtains, bed linens and other accessories
and decorating items. As of 30 September 2015, Kid operated
a total of 128 wholly-owned stores in Norway, in addition to
an established e-commerce platform. Kid traces its history
back to 1937, and has since the 1950s renewed Norwegian
homes by offering attractive and practical curtains, bed
linens and other interior articles. Kid is among the best
known brands within retail in Norway, with 97% of Norwegian
women being familiar with the Company. Kid has approximately
900 employees with headquarters in new and modern facilities
in Lier, Norway. For more information visit www.kid.no
IMPORTANT NOTICE
This announcement is not and does not form a part of any
offer to sell, or a solicitation of an offer to purchase,
any securities of the Company.
Copies of this announcement are not being made and may not
be distributed or sent into the United States, Australia,
Hong Kong, Canada, Japan or any other jurisdiction in which
such distribution would be unlawful or would require
registration or other measures.
The securities referred to in this announcement have not
been and will not be registered under the U.S. Securities
Act of 1933, as amended (the "Securities Act"), and
accordingly may not be offered or sold in the United States
absent registration or an applicable exemption from the
registration requirements of the Securities Act and in
accordance with applicable U.S. state securities laws. The
Company does not intend to register any part of the offering
in the United States or to conduct a public offering of
securities in the United States. Any sale in the United
States of the securities mentioned in this announcement will
be made solely to "qualified institutional buyers" as
defined in Rule 144A under the Securities Act.
Any offering of the securities referred to in this
announcement will be made by means of a prospectus. This
announcement is not a prospectus for the purposes of
Directive 2003/71/EC (as amended, together with any
applicable implementing measures in any Member State, the
"Prospectus Directive"). Investors should not subscribe for
any securities referred to in this announcement except on
the basis of information contained in a prospectus.
In any EEA Member State that has implemented the Prospectus
Directive, this communication is only addressed to and is
only directed at qualified investors in that Member State
within the meaning of the Prospectus Directive.
This communication 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
communication must not be acted on or relied on by persons
who are not relevant persons. Any investment or investment
activity to which this communication relates is available
only for relevant persons and will be engaged in only with
relevant persons. Persons distributing this communication
must satisfy themselves that it is lawful to do so.
Matters discussed in this announcement may constitute
forward-looking statements. Forward-looking statements are
statements that are not historical facts and may be
identified by words such as "believe", "expect",
"anticipate", "strategy", "intends", "estimate", "will",
"may", "continue", "should" and similar expressions. The
forward-looking statements in this release are based upon
various assumptions, many of which are based, in turn, upon
further assumptions. Although the Company believes that
these assumptions were reasonable when made, these
assumptions are inherently subject to significant known and
unknown risks, uncertainties, contingencies and other
important factors which are difficult or impossible to
predict and are beyond its control. Actual events may differ
significantly from any anticipated development due to a
number of factors, including without limitation, changes in
public sector investment levels, changes in the general
economic, political and market conditions in the Norwegian
market, the Company's ability to attract, retain and
motivate qualified personnel, changes in the Company's
ability to engage in commercially acceptable acquisitions
and strategic investments, and changes in laws and
regulation and the potential impact of legal proceedings and
actions. Such risks, uncertainties, contingencies and other
important factors could cause actual events to differ
materially from the expectations expressed or implied in
this release by such forward-looking statements. The Company
does not guarantee that the assumptions underlying the
forward-looking statements in this presentation are free
from errors nor does it accept any responsibility for the
future accuracy of the opinions expressed in this
presentation or any obligation to update or revise the
statements in this presentation to reflect subsequent
events. You should not place undue reliance on the forward-
looking statements in this document.
The information, opinions and forward-looking statements
contained in this announcement speak only as at its date,
and are subject to change without notice. The Company does
not undertake any obligation to review, update, confirm, or
to release publicly any revisions to any forward-looking
statements to reflect events that occur or circumstances
that arise in relation to the content of this announcement.
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