M&A Activity • Nov 11, 2025
M&A Activity
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Aker ASA: Creating the Largest Listed Social Infrastructure-Focused Real Estate Platform in Europe
Oslo, Norway - November 11, 2025 - Reference is made to the announcements today
by Public Property Invest ASA ("PPI") and Samhällsbyggnadsbolaget i Norden AB
("SBB"). Aker ASA ("Aker") continues to strengthen its strategic real estate
expansion, supporting a transformative transaction in which PPI acquires the NOK
37 billion social infrastructure portfolio ("SocialCo") from SBB (the
"Transaction").
Transaction highlights:
· PPI triples its portfolio by value to NOK 53 billion
· Aker, through APG Invest AS ("APG Invest"), commits to subscribe for NOK 1.3
billion in the private placement, to acquire parts of the non-voting PPI shares
issued to SBB for NOK 4.1 billion, and to exchange 3.9 million ordinary shares
in PPI for an equal number of non-voting shares in PPI from SBB
· Aker will have 33.32% economic ownership and retain 23.28% of voting rights
in PPI
· SBB will have 39.99% economic ownership and retain 33.34% of voting rights
in PPI, while simultaneously unlocking liquidity and strengthening its credit
profile
· The enlarged PPI portfolio includes 841 properties across Norway, Sweden,
Denmark, and Finland with long-duration leases to the public sector
The Transaction is a major milestone for PPI, positioning it as Europe's largest
listed social infrastructure-focused real estate platform. With an estimated NOK
53 billion in assets, PPI gains scale, diversification and operational
synergies. Its portfolio is backed by long-duration leases to the public sector
tenants.
Aker, through APG Invest, has committed a total of NOK 5.4 billion, increasing
its stake in PPI to 33.32% economic ownership and retaining 23.28% of voting
rights (assuming the contemplated subsequent offering is fully subscribed). This
commitment reflects Aker's strategy to build a scalable, resilient real estate
platform anchored by public-sector fundamentals and long-term value creation
potential.
The transaction is pivotal for SBB, significantly de-risking the balance sheet
and simplifying the corporate structure, while securing 39.99% economic
ownership and retaining 33.34% of voting rights in the enlarged PPI (assuming
the contemplated subsequent offering is fully subscribed). This transaction
enables the company to address upcoming debt maturities and positions SBB for
future growth. It marks the final phase of SBB's long-term strategic plan,
shifting to three core segments: education, residential, and community
properties.
"This is a natural step in Aker's strategy to build a scalable platform with
predictable cash flows and long-term value creation potential. Real estate is
becoming a more active part of our portfolio, valued for its resilience, income
profile, and alignment with our concentrated investment approach. The
transaction reflects this strategy - combining scale, stability, and strategic
relevance - and contributes to a portfolio that generates upstream cash flows,
which are increasingly important as we invest in long-term, capital-intensive
growth. Aker remains committed to SBB and PPI, and their respective strategies,
underpinned by solid portfolios and long-term fundamentals," said Øyvind
Eriksen, President and CEO at Aker ASA.
Transaction Details
Under the terms of the Transaction, PPI will acquire SocialCo - a portfolio
comprising 737 properties across Norway, Sweden, Denmark, and Finland. The
purchase price of NOK 34 billion is 8% below SBB's Gross Asset Value ("GAV") for
the transferred assets of NOK 37 billion as of September 30, 2025.
PPI will settle the NOK 34 billion Transaction partly in cash and partly by
issuing 446,858,803 new shares in PPI to SBB. Further, PPI will raise NOK 3.5
billion via a private placement of new ordinary shares, equivalent to
153,646,693 shares issued at a subscription price of NOK 23. For full
information about the Transaction financing, see today's announcements by PPI
and SBB.
Aker, through APG Invest, has agreed to subscribe for and will be allocated
56,818,629 ordinary shares (NOK 1.3 billion) in the private placement. In
addition, APG Invest has agreed to acquire 178,432,867 of the non-voting PPI
shares (NOK 4.1 billion) issued to SBB in the Transaction, and to exchange
3,920,333 ordinary shares in PPI for an equal number of non-voting shares in PPI
from SBB. The investment will be funded by a combination of external debt in APG
Invest and cash contribution from Aker to APG Invest.
Completion of the Transaction is subject to certain closing conditions,
including necessary regulatory approvals and approvals by PPI's and SBB's
general meetings.
About PPI Post-Transaction
The acquired SocialCo portfolio will position the enlarged PPI as Europe's
largest listed social infrastructure-focused real estate platform, with enhanced
presence across the Nordics, benefitting from exceptional stability, long-term
tenants, high occupancy, and minimal counterparty exposure. Key financial
highlights include:
· PPI's GAV will increase from NOK 16 billion reported at Q3 2025, to NOK 53
billion
· Income from government-backed tenants increases from 80% to 84% of total
rental income
· Normalized net income from property management per share expected to
increase by 14%, reflecting the immediate financial benefits of the Transaction
· Net asset value expected to increase from NOK 24.9 to NOK 26.8 per share
· PPI's balance sheet will remain robust, with a loan-to-value (LTV) ratio
below 49%, with an improved credit profile supportive of potential re-rating
PPI intends to redomicile to Sweden and apply for a primary listing on the
Nasdaq Stockholm stock exchange, while maintaining a secondary listing on
Euronext Oslo Børs. It is expected that SBB and APG Invest will convert their
non-voting B-shares into ordinary A-shares in connection with the primary
listing on Nasdaq Stockholm.
For further information and transaction details, see today's announcements by
PPI and SBB.
-ENDS-
Advisors
PJT Partners is acting as financial advisor to Aker. Advokatfirmaet BAHR AS and
Mannheimer Swartling Advokatbyrå AB are acting as legal advisors to Aker.
Media contact:
Atle Kigen, Head of Media Relations and Public Affairs
+47 90 78 48 78
Investor contact:
Fredrik Berge, Head of Investor Relations
+47 45 03 20 90
For more information about the companies, visit:
www.akerasa.com
www.sbbnorden.se
www.publicproperty.no
This information is considered to be inside information pursuant to the EU
Market Abuse Regulation article 7 and is subject to the disclosure requirements
pursuant to MAR article 17 and Section 5-12 the Norwegian Securities Trading
Act. This stock exchange announcement was published by Fredrik Berge, Head of
IR, Aker ASA, on November 11, 2025, 17:31 CET
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