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POS - Logistea has carried out a directed issue of 36 million B-shares, raising proceeds of approximately SEK 500 million

Company: Logistea Date: 2025-06-03 Language: English Register to download
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NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, JAPAN, CANADA OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, DISTRIBUTION OR PUBLICATION WOULD BE UNLAWFUL OR REQUIRE REGISTRATION OR ANY OTHER MEASURE IN ACCORDANCE WITH APPLICABLE LAW. PLEASE SEE "IMPORTANT INFORMATION" AT THE END OF THE PRESS RELEASE.

# **Logistea has carried out a directed issue of 36 million B-shares, raising proceeds of approximately SEK 500 million**

Logistea AB (publ) ("Logistea" or the "Company") has, in accordance with the Company's press release earlier today on June 3, 2025, completed an accelerated book building procedure and the Company's board of directors has resolved on a directed share issue of 36 million B-shares at a subscription price of SEK 13.90 per B-share with the support of the authorisation received at the Annual General Meeting on May 9, 2025 (the "Share Issue"). Through the Share Issue, Logistea raises a total of approximately SEK 500 million before transaction related costs.

The subscription price represents a discount of 3.1 percent in relation to the closing price for the B-share on Nasdaq Stockholm on June 3, 2025 (SEK 14.34), a discount of 5.0 percent to the volume weighted average price (VWAP) of the B-share during the last ten trading days (SEK 14.64) and a discount of 9.7 percent to EPRA NRV per share in Logistea as of March 31, 2025 (SEK 15.40). The share issue met strong demand from several Swedish and international institutional investors, including Brummer & Partners – Listed Real Estate Mandate, Clearance Capital Limited, Länsförsäkringar Fondförvaltning and The Fourth Swedish National Pension Fund, who participated in the Share Issue.

Concurrently with the Share Issue, the Company's third largest shareholder BEWI Invest AS (" BEWI") has divested 18 million B-shares in Logistea to, among others, M2 Asset Management and Nordika.

# **Background and reasons**

Logistea is a real estate company within warehousing, logistics and light industry, with the vision of being the natural partner for companies that require modern and sustainable premises within this segment. Logistea's growth is achieved through acquisitions, development and management of properties and land. The Company, at the end of the first quarter had a property portfolio of SEK 13.5 billion with an average yield of 6.8 percent, an occupancy rate of 97.1 percent and a Wault of 9.3 years. The Company's financial target is to increase both profit from property management and net asset value per ordinary share by at least 15 percent per year on average over a five-year period.

During the period, April 1, 2024 to March 31, 2025, Logistea expanded its property portfolio with approximately SEK 7.5 billion net, primarily through acquisitions but also through investments in existing properties, corresponding to an increase by approximately 125 percent. During the same period, the surplus ratio has increased by 11 percentage points, the occupancy rate has increased by 1.4 percentage points and the Wault has increased by 1.2 years. During the same period, Logistea increased profit from property management, in accordance with the current earnings capacity, and net asset value per ordinary share by approximately 38 percent and approximately 11 percent, respectively.

So far during 2025, Logistea has acquired properties in Sweden, Norway and Finland for an amount of approximately SEK 1,760 million, of which property acquisitions of approximately SEK 450 million were completed during the first quarter. Together, these acquired properties have a leasable area of 147,000 sq m, an annual rental value of SEK 149 million, an average remaining contract length of 11.6 years and an estimated initial yield of 8.3 percent. These acquisitions in 2025 are estimated to increase profit from property management with SEK 0.21 per ordinary share.

Logistea sees additional interesting investment opportunities throughout the Nordic regions and considers the current market conditions as very favourable for value creating acquisitions that contributes to the Company's financial targets. At the same time, the Company considers its financial risk limitations to enable an efficient external borrowing that is beneficial to both Logistea and its shareholders. The proceeds from the Share Issue are therefore intended to be used to finance such investment opportunities and to maintain good access to funding and a balanced capital structure. Overall, the board of directors assesses that the Share Issue will contribute to increased profit from property management, funds from operation and net asset value per ordinary share within the next year.

Through the Share Issue, the shareholder base has been diversified and broadened, which is considered beneficial for both existing and new shareholders in Logistea.

# **Deviation from the shareholders' preferential rights**

Prior to the Share Issue, the Company's board of directors has made an overall assessment and carefully considered the possibility of raising capital through a new share issue with preferential rights for the Company's shareholders. The board of directors considers there are compelling reasons to deviate from the shareholders' preferential rights and carry out a directed share issue. In particular, the board of directors believes that it is of significant value to the Company, and favourable to all shareholders to further diversify and strengthen the Company's shareholder base with institutional investors in order to strengthen the liquidity of the Company's B-shares. In addition, a rights issue would take longer time to implement which would entail an exposure to potential market volatility and that the speed of the process is considered to make it easier for the Company to actively pursue investment opportunities in the current market while at the same

time maintaining good access to funding and a balanced capital structure. With the above considered, the board of directors has made the assessment that a directed issue of B-shares with deviation from the shareholders' preferential rights is the most favourable alternative for the Company to carry out the capital raising.

# **Subscription price and number of shares**

The subscription price and the number of new B-shares have been determined through an accelerated book building procedure by DNB Carnegie, Nordea Bank Abp, filial i Sverige and Swedbank AB (publ) (together the "Joint Bookrunners"). Since the subscription price in the Share Issue has been determined through this procedure, it is the board of director's assessment that the marketability of the subscription price has been ensured by reflecting prevailing market conditions and investor demand.

The Share Issue means that the total number of shares in the Company increases by 36,000,000, from 474,559,896 to 510,559,896, divided into 26,232,069 A-shares and 484,327,827 B-shares. The total number of votes increases by 3,600,000, from 71,064,851.7 to 74,664,851.7 and the share capital increases by SEK 18,000,000, from SEK 237,279,948 to SEK 255,279,948. The Share Issue entails a dilution effect of approximately 7.1 percent based on the total number of shares and approximately 4.8 percent based on the total number of votes in the Company after the Share Issue.

# **Lock-up**

The Company has undertaken not to propose or issue additional B-shares for a period of 90 calendar days after the settlement date of the Share Issue, without the consent of the Joint Bookrunners, with certain exceptions, such as issues under the Company's existing share-based incentive programs and consideration shares in connection with acquisitions.

Furthermore, the Company's directors and management have undertaken, with certain exceptions, not to dispose shares in the Company for a period of 90 calendar days after the settlement date of the Share Issue, without the consent of the Joint Bookrunners.

In addition, M2 Asset Manegement, Nordika, and BEWI have undertaken, with certain exceptions, not to sell or in other ways dispose of shares in the Company for a period of 90 calendar days after the settlement date of the Share Issue, without the consent of the Joint Bookrunners.

# **Advisors**

DNB Carnegie, Nordea Bank Abp, filial i Sverige and Swedbank AB (publ) are Joint Bookrunners in connection with the Share Issue. Advokatfirman Cederquist is legal adviser to the Company.

# **Important information**

The release, announcement or distribution of this press release may, in certain jurisdictions, be subject to restrictions according to law and recipients of this press release in jurisdictions where this press release has been published or distributed should inform themselves of and follow such legal restrictions. The recipient of this press release is responsible for using this press release,

and the information contained herein, in accordance with applicable rules in each jurisdiction. This press release does not constitute an offer to sell, or a solicitation of any offer, to acquire or subscribe for any securities in the Company in any jurisdiction, where such offer would be considered illegal or require registration or other measures.

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 announced, published, copied, reproduced or distributed, directly or indirectly, in whole or in part, within or into the United States, Australia, Japan, Canada, or in any other jurisdiction where such announcement, publication or distribution of the information would not comply with applicable laws and regulations or where such actions are subject to legal restrictions or would require registration or other measures than what is required under 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 as set forth in Regulation (EU) 2017/1129 (the "Prospectus Regulation") and has not been approved by any regulatory authority in any jurisdiction. The Company has not approved any securities offering to the public in any member state of the EES and no prospectus has been published or will be published in connection with the Share Issue. In each member state of the EES, this message is only directed towards "qualified investors" in that member state in accordance with the definition in the Prospectus Regulation.

In the United Kingdom, this document and any other materials in relation to the securities described herein is only being distributed to, and is only directed at, and any investment or investment activity to which this document relates is available only to, and will be engaged in only with, "qualified investors" (according to the definition in article 86(7) of the British Financial Services and Markets Act 2000) who are (i) persons having professional experience in matters relating to investments who fall within the definition of "investment professionals" in Article 19(5) of the British Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"); or (ii) high net worth entities falling within Article 49(2)(a)-(d) of the Order (all such persons together being referred to as "relevant persons"). In the United Kingdom, any investment or investment activity to which this communication relates is available only to, and will be engaged in only with, relevant persons. Persons who are not relevant persons should not take any action on the basis of this press release and should not act or rely on it.

This press release does not identify, or purport to identify, risks (direct or indirect) that may be associated with an investment in the Company's shares. Any investment decision to acquire or subscribe for new shares in the Share issue must be made on the basis of all publicly available information relating to the Company and the Company's shares. Such information has not been verified by the Joint Bookrunners. The Joint Bookrunners act for the Company in connection with

the Share Issue and no one else. The Joint Bookrunners will not be responsible to anyone other than the Company for providing the protections afforded to its clients nor for giving advice in relation to the Share Issue or any other matter referred to herein.

This press release does not constitute a recommendation for any investors' decisions regarding the Share issue. Each investor or potential investor should conduct an examination on their own, analysis and evaluation of the business and information described in this press release and any publicly available information. The price and value of the securities can decrease as well as increase. Achieved results do not provide guidance for future results. Neither the contents of the Company's website nor any other website accessible through hyperlinks on the Company's website are incorporated into or form part of this press release.

Failure to follow these instructions may result in a breach of the Securities Act or applicable laws in other jurisdictions.

# **Forward-looking statements**

This press release contains forward-looking statements that reflect the Company's intentions, assessments, or expectations about the Company's future results, financial position, liquidity, performance, prospects, anticipated growth, strategies and opportunities and the markets in which the Company operates. Forward-looking statements are statements that do not relate to historical facts and may be identified by the inclusion of words such as "believe", "expect", " anticipate", "intend", "may", "plan", "estimate", "will", "should", "could", "aim" or "might", or, in each case, their negative, or similar expressions. The forward-looking statements in this press release are based upon various assumptions, many of which are based, in turn, upon further assumptions. Although the Company believes that the assumptions reflected in these forwardlooking statements are reasonable, it cannot be guaranteed that they will materialize or prove to be correct. Because these assumptions are based on assumptions or estimates and are subject to risks and uncertainties, the actual results or outcome could differ materially from those set out in the forward-looking statements as a result of many factors. Such risks, uncertainties, contingencies and other important factors could cause actual events to differ materially from the expectations expressed or implied in this press release by such forward-looking statements. The Company does not guarantee that the assumptions underlying the forward-looking statements in this press release are free from errors and readers of this press release should not place undue reliance on the forward-looking statements in this press release. The information, opinions and forward-looking statements that are expressly or implicitly contained herein speak only as of the date of this press release and are subject to change. Neither the Company nor anyone else undertake 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 press release, unless this is required under law or by Nasdaq Stockholm's rulebook for issuers.

## **Information to distributors**

In order to comply with the product governance requirements contained in: (a) Directive 2014/65 /EU of the European Parliament and of the Council on markets in financial instruments, as consolidated, ("MiFID II"); (b) Articles 9 and 10 of Commission Delegated Directive (EU) 2017 /593, which complements MiFID II; and (c) national implementing measures (together, the "MiFID II Product Governance Requirements") and to disclaim any extra-contractual, intra-contractual or other liability to which any "manufacturer" (within the meaning of the MiFID II Product Governance Requirements) may otherwise be subject, the shares of Logistea have been subject to a product approval process, which has determined that these shares are: (i) suitable for a target market consisting of retail investors and investors meeting the criteria of professional clients and eligible counterparties, as defined in MiFID II (the "Positive Target Market"); and (ii) suitable for distribution through all distribution channels permitted under MiFID II. Distributors should note that: the price of Logistea's shares may fall and investors may lose all or part of their investment; that Logistea's shares are not subject to any guarantee of return or capital protection; and an investment in Logistea's shares is only suitable for investors who are not in need of a guaranteed return or capital protection and who (alone or with the assistance of an appropriate financial or other adviser) are capable of evaluating the merits and risks of such investment and have sufficient resources to bear the losses that may result from such investment. Conversely, an investment in the shares of Logistea is not suitable for investors who need full capital protection or full repayment of the amount invested, cannot bear any risk or who require a guaranteed or predictable return (the "Negative Target Market", and together with the Positive Target Market, the "Target Market"). The Target Market assessment is without prejudice to any other requirements regarding contractual, legal or regulatory sales restrictions in relation to the Share Issue. Furthermore, it should be noted that notwithstanding the Target Market assessment, the Joint Bookrunners will only provide investors who meet the criteria of professional clients and eligible counterparties.

For the avoidance of doubt, the Target Market Assessment does not constitute: (a) an assessment of suitability or appropriateness for the purposes of MiFID II; or (b) a recommendation to any investor or group of investors to invest in, or purchase, or take any other action whatsoever with respect to the shares in Logistea.

Each distributor is responsible for undertaking its own target market assessment in respect of the shares in Logistea and determining appropriate distribution channels.

**For further information, please contact**

Niklas Zuckerman, CEO Logistea **[Niklas.zuckerman@logistea.se](https://editor.mfn.se/app/Niklas.zuckerman@logistea.se)**

## **About Logistea AB (publ)**

Logistea is a Swedish real estate company focusing on warehousing, logistic and light industrial properties. The company's shares are listed on Nasdaq Stockholm with the short names LOGI A and LOGI B. For more information: **[www.logistea.se](http://www.logistea.se)**

*This information is information that Logistea is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact persons set out above, at 2025-06-03 22:45 CEST.*

### **Attachments**

**[Logistea has carried out a directed issue of 36 million B-shares, raising proceeds of](https://storage.mfn.se/938a3c8d-3494-4d22-bfe0-37e48c6ac6b7/logistea-has-carried-out-a-directed-issue-of-36-million-b-shares-raising-proceeds-of-approximately-sek-500-million.pdf)  [approximately SEK 500 million](https://storage.mfn.se/938a3c8d-3494-4d22-bfe0-37e48c6ac6b7/logistea-has-carried-out-a-directed-issue-of-36-million-b-shares-raising-proceeds-of-approximately-sek-500-million.pdf)**