Carnegie

Corporate Finance – 10 Jun 2020

Carnegie sole financial adviser to Vaaka Partners in the sale of Kotikatu Holding Oy to PHM Group

On the 10^th of June it was announced that Vaaka Partners and other shareholders in Kotikatu Holding Oy (“Kotikatu”) have sold their ownership to PHM Group, majority owned by a fund managed by Norvestor.

Kotikatu is the largest residential property maintenance service provider in Finland, with main presence in Helsinki Metropolitan Area and other larger Finnish cities. Kotikatu’s service offering includes, among others, daily maintenance, cleaning, seasonal outdoor services as well as small-scale HVAC and construction services. The Company has c. 6,500 customer and c. 1,500 employees and had revenues of over €100m in latest fiscal year (3/2020). Since Vaaka Partners’ acquisition of Kotikatu in 2015, the Company has grown strongly with over 35 acquisitions, strengthened the management team and its operational model.

Norvestor announced the investment in PHM Group in March 2020, with an ambition to support the creation of a Nordic market leading residential property maintenance services group, through continued rapid organic growth and consolidation of a fragmented market that has proven resilient through economic cycles. The highly complementary combination of PHM Group and Kotikatu will create a unique platform enabling an accelerated growth and enhanced client service in Finland and Sweden.

The transaction is subject to approval from the Finnish Competition and Consumer Authority and is expected to close during Q3 2020.

Carnegie acted sole financial adviser to Vaaka Partners in connection with the transaction.

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Corporate Finance – 4 Jun 2020

Carnegie acted as joint bookrunner in SEK 681m Ambea Placing

Actor SCA (“Actor”) (jointly owned by Triton Fund and KKR) has sold 11,733,902 shares through an accelerated bookbuilding in Ambea. Triton will not reduce its economic exposure to Ambea in connection with the transaction. KKR will be entitled to the sales proceeds in exchange for Triton obtaining a larger economic interest in Actor. Following the transaction KKR will not hold any shares in Ambea.

The transaction was priced at SEK 58 per share and represented 12.4% of the total number of shares in the company.

Following the placing, Actor will continue to own approximately 23.7m shares corresponding to 25.1% of the total number of shares and votes in Ambea.

In line with market practice, Actor has agreed to a lock-up in relation to its remaining shares in Ambea, until the next interim report, which is expected to be published on 19 August 2020.

Carnegie acted Joint Global Co-ordinators and Joint Bookrunners in connection with the transaction.

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Corporate Finance – 13 May 2020

Carnegie joint global co-ordinator and joint bookrunner in the IPO of Pexip
Pexip Holding ASA (“Pexip” or the “Company”), has announced the successful completion of its IPO, and will start trading on the Oslo Stock Exchange 14 May 2020

The offering in brief
- The price per Offer Share is set at NOK 63.00, corresponding to a market capitalisation of Pexip after the IPO (but before any issuance of new shares in connection with a potential exercise of the Greenshoe Option) of approximately NOK 6.3 billion
- Pexip will issue 17,000,000 new shares in the IPO, raising gross proceeds of NOK 1,071 million
- The selling shareholders will sell 17,000,000 shares in the IPO, for total gross proceeds of NOK 1,071 million
- The Joint Global Coordinators have over-allotted 4,000,000 shares in the Offering, representing approximately 11.8% of the new and secondary shares sold
- The total IPO transaction size is 38,000,000 shares, with gross proceeds amounting to NOK 2,394 million. Following completion of the IPO, the free float of Pexip will be approximately 80%
- The Company will have 99,011,389 shares outstanding following the issuance of the new shares in and connection with the IPO, where the new shares issued in the Offering will represent approx. 17% of the shares in issue. The number of shareholders will exceed 7,000
- The IPO was solely marketed virtually over the Pexip videoconferencing platform, and attracted strong interest from a high number of Nordic and international institutional investors, as well as retail subscribers in Norway and Sweden
- The Offering generated total demand in excess of NOK 30 billion, and was more than 20 times oversubscribed excluding shares pre-allocated to cornerstone investors
- Trading in the shares in Pexip on the Oslo Stock Exchange commences 14 May 2020 under the ticker “PEXIP”
About Pexip
Pexip is a global technology company delivering a video-first meeting platform with 15% of the Global Fortune 500 companies as customers. The Company’s product offering is a highly scalable, cloud-native meeting platform that is deployable either as a service or a self-hosted solution in any public or private cloud environment. All offerings build on Pexip’s unique Infinity technology, and are delivered via a recurring subscription-based business model. The Company has more than 300 channel partners located in about 75 countries worldwide.

Carnegie acted as Joint Global Co-ordinator and Joint Bookrunners in connection with the transaction.
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Corporate Finance – 8 May 2020

Carnegie acted as sole financial adviser to Altor in the acquisition of a majority stake in Eleda and sale of One Nordic

Altor Fund V (“Altor”) has signed definitive agreements to invest in a majority stake in Eleda Infra Services Group (“Eleda”) to support the entrepreneurs and management on the continued growth journey to create a leading infrastructure services group. As part of the transaction, Eleda also acquires ONE Nordic (“ONE”) from Altor Fund III and Järfälla VA- & Byggentreprenad AB (“JVAB”).

The new, larger, Eleda will be an expansive infrastructure services group focusing on small to medium sized civil engineering and transmission infrastructure projects and services across a wide range of sectors including water works, road works, energy works and data centers. JVAB strengthens Eleda’s geographical coverage in the Stockholm area and has strong expertise in water works. One Nordic broadens Eleda’s capabilities into electricity transmission infrastructure services and projects focusing on electricity distribution and renewable energy (wind and hydro power). The companies have an impressive history of strong growth and a proven ability to gain additional market shares in fast-growing areas of the market. The new Eleda group had a combined turnover of ca SEK 6 billion in 2019.

The transaction is subject to customary regulatory approvals.

About Eleda Infra Services Group
Eleda Infra Services Group is an expansive group focusing small to medium sized civil engineering and transmission infrastructure projects and services across a wide range of sectors including water works, road works, energy works and data centers. The Group operates through regional companies across southern and western Sweden. The group currently includes Akeab, KEWAB, Mark & Energibyggarna and Salboheds Bygg & Anläggningstjänster. Eleda Group’s corporate culture is marked by a strong entrepreneurial spirit, and the companies work independently in complementary geographical areas with the goal of being a leading player in their respective regional markets. Eleda Group, which has its headquarters in Stockholm, has around 800 employees and sales of approximately SEK 3.1 billion in 2019. Eleda Group is currently owned by management and a broad group of key individuals in the group.

About ONE Nordic
ONE Nordic is one of Sweden's leading suppliers of technical services in electricity transmission infrastructure and renewable energy production. With a nationwide organization and local knowledge, ONE Nordic delivers high quality services and solutions to energy producers, distributors and energy users. ONE Nordic is headquartered in Malmö and has around 1,000 employees and sales of approximately SEK 2.1 billion in 2019. ONE Nordic has been owned by Altor Fund III since 2011.

Carnegie acted as sole financial adviser to Altor in connection with the transaction.

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