At the Extraordinary General Meeting on October 22, 2021, it was resolved that the Company shall carry out a Bonus Issue, through which ten (10) Ordinary shares of class B shall be received free of charge for each existing Ordinary share of class A. As of November 11, 2021, the Ordinary share of class A was traded in the Company without the right to receive new Ordinary shares of class B. The record date for participation in the Bonus Issue is November 12 and that the last day of trading including the right to receive new Ordinary shares of class B was November 10, 2021.
Background to changed capital structure
Logistea is a growth-oriented real estate company that owns, manages, and develops warehousing and logistics properties. In recent years Logistea has actively carried out several property acquisitions and property development projects, while the existing property portfolio has developed well. Since the end of 2019, the property portfolio has evolved from a leasable area of 16,468 square meters with a property value of 189 MSEK, to include leasable area of 141,974 square meters with a value of 1,279.3 MSEK as of June 30, 2021.
Bonus issue in brief
Logistea sees good opportunities for continued growth, and in order to create the conditions for flexibility in future capital raising and enable continued growth with limited dilution for existing shareholders, the Extraordinary General Meeting on October 22, 2021, resolved on a Bonus Issue through which each holder of one (1) Ordinary share of class A shall receive ten (10) Ordinary shares of class B with one tenth (1/10) vote. The record date for the Bonus Issue is 12 November 2021. The last day of trading in Ordinary shares of class A including the right to receive new Ordinary shares of class B was 10 November 2021. The new Ordinary shares of class B shares are expected to start to be recorded in the shareholders’ VP accounts around November 15, 2021. Holders of Ordinary shares of class A do not need to take any measures to participate in the Bonus Issue but will automatically receive new Ordinary shares of class B.
Following the completion of the Bonus Issue, the number of outstanding shares amounts to 877,102,600 ordinary shares, of which 79,736,600 constitute Ordinary shares of class A and 797,366,000 constitute Ordinary shares of class B. Ordinary shares of class A and B confer the same economic rights, including dividends. In accordance with Logistea’s Articles of Association, the Ordinary share of class A will continue to have one (1) vote and one Ordinary share of class B one tenth (1/10) vote.
The first trading day of the Ordinary share of class B is made following customary decisions at SFSA (Swedish Financial Supervising Authority) and Nasdaq Stockholm.
Reverse split
Since the Bonus Issue involves a theoretical reduction in the share price per ordinary share, the Extraordinary General Meeting on October 22, 2021, also resolved on a consolidation, a so-called reverse share split (10:1), whereby ten (10) Ordinary shares of class A are combined into one (1) Ordinary share of class A and ten (10) Ordinary shares of class B are added together into one (1) Ordinary share of class B. The consolidation covers all classes of shares. The aggregation means that Logistea achieves an appropriate number of shares for the Company. The reverse split is expected to take place shortly after the Ordinary shares of class B is admitted to trading. The terms of the reverse split mean that ten (10) shares of Ordinary shares of class A and Ordinary shares of class B will be combined into one (1) share of Ordinary share of class A and Ordinary share of class B.
After the reverse split, there will be 7,973,660 Ordinary shares of class A and 79,736,600 Ordinary shares of class B, i.e. a total of 87,710,260 Ordinary shares of class A and B.
Calculation example in brief
A shareholder who on Wednesday, November 10, 2021, held 1,000 Ordinary shares of class A in Logistea receives after the Bonus Issue in step one 1,000 Ordinary shares of class A and 10,000 Ordinary shares of class B, i.e. 11,000 Ordinary shares in total.
After the reverse split, the shareholder after the Bonus Issue and the reverse split will hold 100 Ordinary shares of class A and 1,000 Ordinary shares of class B.