Getinge resolves on fully guaranteed rights issue of MSEK 4,324

Today, the Board of Directors of Getinge AB (“Getinge”), with authorization from the Extraordinary General Meeting on August 15, 2017, has resolved on a rights issue of MSEK 4,324 with the purpose to strengthen the group’s balance sheet by reducing leverage and thereby providing improved operational flexibility.

On June 14, 2017, Getinge announced the intention to launch a rights issue to strengthen the group’s balance sheet and provide the group an improved financial position. Thereby, Getinge will achieve reduced financial costs, which improves the operational flexibility and provides favorable conditions for the group going forward. An Extraordinary General Meeting on August 15, 2017 authorized the Board of Directors to resolve on a rights issue and today the Board of Directors has resolved on the rights issue. Getinge’s main shareholder, Carl Bennet AB, has undertaken to subscribe for its portion of the rights issue and the shares not subscribed for by other shareholders.
 

The rights issue in brief 

• Rights issue of MSEK 4,324 before deduction of issue costs. The rights issue will, if fully subscribed, increase Getinge’s share capital by SEK 17,023,098, from the current SEK 119,161,688.50 to SEK 136,184,786.50, through the issuance of 34,046,196 new shares, of which 2,277,150 A shares and 31,769,046 B shares. After the rights issue, the number of shares in Getinge will amount to not more than 272,369,573 shares, of which not more than 18,217,200 A shares and not more than 254,152,373 B shares.
• Shareholders who choose not to participate in the rights issue will have their ownership diluted by up to 12.5 percent, but have the opportunity to financially compensate for the dilution effect by selling their subscription rights.
• The subscription period (subscription through payment) will run from and including August 30, 2017 up to and including September 14, 2017, or such later date decided by the Board of Directors.
• The subscription price in the rights issue is SEK 127 per share.
• Those who on the record date August 25, 2017 are registered as shareholders in Getinge can subscribe for one (1) Class A share for each seven (7) current Class A share and one (1) Class B share for each seven (7) current Class B share. Shares not subscribed for with subscription rights shall be offered for subscription with subsidiary preferential right. To the extent shares are not subscribed for with preferential rights, these shall be distributed among shareholders and other investors who have notified interest in subscribing for shares without preferential right, after which any remaining shares will be allotted to the issue guarantor.
• Record date for participation in the rights issue is August 25, 2017. The last day of trading in Getinge’s shares inclusive of the right to participate in the rights issue is August 23, 2017.
• The subscription rights of Class B will be traded at Nasdaq Stockholm during the period August 30 – September 12, 2017.
• Getinge’s main shareholder, Carl Bennet AB, representing 18.1 percent of the total share capital and 48.9 percent of the voting rights in Getinge, has undertaken to subscribe for its portion of the rights issue and committed to subscribe for the shares that are not subscribed for in the rights issue.
• The Fourth Swedish National Pension Fund has expressed its intention to subscribe for its portion of the rights issue.

The complete terms for the rights issue and information regarding Getinge will be presented in the prospectus regarding the rights issue, which will be published around August 25, 2017.

More information on background and reasons for the rights issue can be found in Getinge’s press release dated June 14, 2017.

Indicative timetable for the rights issue in brief

Last day of trading in Getinge’s class B shares   inclusive of the right to participate in the rights issue			August 23, 2017
First day of trading in Getinge’s class B shares exclusive of the right to participate in the rights issue			August 24, 2017
Record date for participation in the rights issue			August 25, 2017
Estimated day for publication of the prospectus			August 25, 2017
Trading in subscription rights			August 30 –   September 12 2017
Subscription period			August 30 –   September 14 2017

Advisors

SEB Corporate Finance is financial advisor and Mannheimer Swartling is legal advisor to Getinge in the rights issue.
 

For further information, please contact:

Reinhard Mayer, CFO
Phone: +46 (0)10 335 00 49
E-mail: reinhard.mayer@getinge.com

Lars Mattsson, Head of Investor Relations
Phone: +46(0)10 335 00 43
E-mail: lars.mattsson@getinge.com

This information is such that Getinge AB must disclose in accordance with the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, on August 18, 2017 at 11.30 CET.   
 

About Getinge
Getinge is a global provider of innovative solutions for operating rooms, intensive-care units, sterilization departments and for life science companies and institutions. Based on our first-hand experience and close partnerships with clinical experts, healthcare professionals and medtech specialists, we are improving everyday life for people, today and tomorrow.


Important information
The information in this press release does not contain or constitute an offer to acquire, subscribe or otherwise trade in shares, subscription rights or other securities in Getinge AB. Any invitation to the persons concerned to subscribe for shares in Getinge is only made through the prospectus which Getinge AB estimates to publish on or around August 25, 2017. 

This press release may not be released, published or distributed, directly or indirectly, in or into Australia, Hong Kong, Japan, Canada, Singapore, the United States or any other jurisdiction where such action is wholly or partially subject to legal restrictions or where such action would require additional prospectuses, registrations or other actions in addition to what follows from Swedish law. Nor may the information in this press release be forwarded, reproduced or disclosed in a manner that contravenes such restrictions or would entail such requirements. Failure to comply with this instruction may result in a violation of applicable securities laws

No subscription rights, BTAs (interim shares) or new shares have or will be registered under the United States Securities Act of 1933 (“Securities Act”) or securities legislation in any state or other jurisdiction in the United States and may not be offered, subscribed, used, pledged, sold, resold, allotted, delivered or transferred, directly or indirectly, into or within the United States, other than pursuant to an exemption from, or in a transaction that is not subject to, the registration requirements of the Securities Act and in accordance with securities laws in relevant state or other jurisdiction in the United States. This press release may contain forward-looking statements which reflect Getinge AB’s current view on future events and financial and operational development. Words such as “intend”, “expect”, “anticipate”, “may”, “believe”, “plan”, “estimate” and other expressions which imply indications or predictions of future development or trends, and which are not based on historical facts, are intended to identify forward-looking statements. Forward-looking statements inherently involve both known and unknown risks and uncertainties as they depend on future events and circumstances. Forward-looking statements do not guarantee future results or development and the actual outcome could differ materially from the forward-looking statements.