NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, SOUTH AFRICA, JAPAN OR ANY OTHER JURISDICTION IN WHICH SUCH PUBLICATION, DISTRIBUTION OR RELEASE 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.
Yesterday, on 7 July 2025, Rottneros AB (publ) (“Rottneros” or the “Company”) announced the preliminary outcome of the Company’s fully guaranteed new issue of shares, for which the subscription period ended on 3 July 2025 (the ”Rights Issue”). Today, the Company can confirm that the Rights Issue is subscribed to approximately 109.9 per cent and that the Rights Issue therefore is oversubscribed. Through the Rights Issue, Rottneros will receive approximately SEK 300 million before deduction of transaction costs.
The final outcome shows that 102,796,648 shares, corresponding to approximately 89.8 per cent of the offered shares, have been subscribed for by the exercise of subscription rights. Additionally, 22,965,399 shares, corresponding to approximately 20.1 per cent of the offered shares, have been subscribed for without the use of subscription rights. This entails that the Rights Issue has been oversubscribed by 9.9 per cent.
Through the Rights Issue, Rottneros’ share capital will increase by SEK 114,428,943, from the current SEK 153,393,890 to SEK 267,822,833 through the issuance of 114,428,943 shares. Following the Rights Issue, the number of shares in Rottneros will amount to 267,822,833 shares.
Those who have subscribed for shares without subscription rights have been allocated shares in accordance with the principles set out in Rottneros’ information document regarding the Rights Issue. As confirmation of allocation of new shares subscribed for without subscription rights, a contract note will be sent to the subscriber around 9 July 2025. New shares that have been subscribed for and allocated must be paid in cash in accordance with the instructions in the contract note. Nominee-registered shareholders will receive notice of allocation in accordance with the procedures of the nominee. Only those who have been allocated shares will be notified.
The final day for trading in paid subscribed shares (BTAs) is 16 July 2025. The new shares are expected to start trading on Nasdaq Stockholm on 22 July 2025.
Advisers
In connection with the Rights Issue, Rottneros has appointed Danske Bank A/S, Danmark, Sverige Filial as Sole Global Coordinator and Bookrunner and Advokatfirman Cederquist KB as legal adviser.
For more information, please contact:
Lennart Eberleh, President and CEO, Rottneros AB
+46 (0) 270 622 65, lennart.eberleh@rottneros.com
Monica Pasanen, CFO, Rottneros AB
+46 (0) 270 622 70, monica.pasanen@rottneros.com
Important information
In certain jurisdictions, the publication, announcement or distribution of this press release may be subject to restrictions according to law and persons in such jurisdictions where this press release has been published or distributed should inform themselves and abide by such legal restrictions. The recipient of this press release is responsible for using this press release and the information herein in accordance with applicable rules in the respective jurisdiction.
This press release and the information herein is not for release, distribution or publication, in whole or in part, directly or indirectly, in or into the United States including its territories, any state of the United States and the District of Columbia), Canada, Australia, South Africa, Japan or any other state or jurisdiction in which such release, distribution or publication would be unlawful or require registration or any other measures in accordance with applicable law. The information in this press release may not be forwarded, reproduced or disclosed in such a manner that would contravene such restrictions or would require additional offer documents, registrations or any other measure.
None of the securities referred to herein (collectively, the “Securities”) have been or will be registered under the United States Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any state or other jurisdiction in the United States, and may not be offered, pledged, sold, delivered or otherwise transferred, directly or indirectly, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. The Company does not intend to register any of the Securities in the United States or to conduct a public offering of the Securities in the United States.
In the United Kingdom, this press release is being distributed to and is directed only at “investment professionals” falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”), or high net worth companies and other persons to whom the information may lawfully be communicated, falling within Article 49(2)(a) to (e) of the Order (all such persons together being referred to as “Relevant Persons”). Any investment activity to which this communication relates will only be available to and will only be engaged with, Relevant Persons. Any person who is not a Relevant Person should not act or rely on this press release or any of its contents.
In the EEA Member States, with the exception of Sweden (each such EEA Member State, a “Relevant State“), this press release and the information contained herein are intended only for and directed to qualified investors as defined in Article 2 (e) of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 (the “Prospectus Regulation”). The Securities are not intended to be offered to the public in any Relevant State and are only available to qualified investors except in accordance with exceptions in the Prospectus Regulation. Persons in any Relevant State who are not qualified investors should not take any actions based on this press release, nor rely on it.
The press release is for informational purposes only and does not constitute an offer to sell or issue, or the solicitation of an offer to buy or acquire, or subscribe for, any Securities or any other financial instruments in the Company. Any offer in respect of any of the Securities shall only be made through the information document that the Company has published in due course. Offers will not be made to, and application forms will not be approved from, subscribers (including shareholders), or persons acting on behalf of subscribers, in any jurisdiction where applications for such subscription would contravene applicable laws or regulations, or would require prospectuses, filings, or other measures in addition to those required under Swedish law. Measures in violation of the restrictions may constitute a breach of relevant securities laws.
This press release contains forward-looking statements that reflect the Company’s current view of future events as well as financial and operational development. Words such as “intend”, “assess”, “expect”, “may”, “plan”, “estimate” and other expressions involving indications or predictions regarding future development or trends, not based on historical facts, identify forward-looking statements and reflect the Company’s beliefs and expectations and involve a number of risks, uncertainties and assumptions which could cause actual events and performance to differ materially from any expected future events or performance expressed or implied by the forward-looking statement. The information contained in this press release is subject to change without notice and, except as required by applicable law, the Company does not assume any responsibility or obligation to update publicly or review any of the forward-looking statements contained in it and nor does it intend to. You should not place undue reliance on forward-looking statements, which speak only as of the date of this press release. As a result of these risks, uncertainties and assumptions, you should not place undue reliance on these forward-looking statements as a prediction of actual future events or otherwise.
This announcement does not constitute an investment recommendation. The price and value of securities and any income from them can go down as well as up and you could lose your entire investment. Past performance is not a guide to future performance. Information in this announcement cannot be relied upon as a guide to future performance.
Rottneros AB (publ)
Box 144, 826 23 Söderhamn
+46 (0)270 622 00
rottneros.com
info@rottneros.com
Rottneros is an independent producer of market pulp. The Group comprises the parent company Rottneros AB, listed on Nasdaq Stockholm, and its subsidiaries Rottneros Bruk AB and Vallviks Bruk AB, with operations involving the production and sale of market pulp. The Group also includes Rottneros Packaging AB, a molded fiber solutions provider, the wood procurement company SIA Rottneros Baltic in Latvia, and the forestry operator Nykvist Skogs AB. The Group has approximately 285 employees and a turnover of approximately 2,7 billion SEK.