CapMan has agreed to acquire the 49% stake it does not already hold in Norum, a Russia-focused investment group.
The minority shareholders of Norum, who hold 49% of the company’s shares, have announced the decision to exercise their put option to sell their remaining stake in Norum (current CapMan Russia investment area) to CapMan Plc. CapMan Plc acquired Norum in August 2008. The purchase price for the remaining shares will be approx. EUR 3.6 million. CapMan Plc will finance the acquisition with cash and a directed share issue to the sellers.
Following the transaction the remaining 49% of Norum shares will transfer to CapMan Plc’s ownership. The purchase price for the shares will be approx. EUR 3.6 million, of which approx. EUR 1.8 million will be paid in cash and approx. EUR 1.8 million in CapMan Plc B shares through a directed issue to the sellers. CapMan Plc’s Board of Directors has resolved on 20 April 2009 to issue a total of 2,216,541 new CapMan Plc B shares for this purpose. The value of each B share in the transaction is EUR 0.81 corresponding to the volume weighted average trading price of CapMan B shares between 14 March 2009 and 14 April 2009. After the share issue there will be 77,674,965 CapMan Plc B shares in total. The issued shares will be promptly registered to the Trade Register.
The minority shareholders of Norum consist of the company’s management, who also act as investment professionals in the current CapMan Russia team. Following the transaction their ownership in CapMan Plc will increase to approx. 4.3% of CapMan Plc shares. 49.2% of the B shares owned by the sellers are under lock-up which will be gradually released over a three-year time period ending June 2012.
CapMan Plc signed the Norum acquisition in May 2008, and 51% of Norum shares were transferred to CapMan’s ownership in August 2008. Due to the sellers’ put option Norum has been consolidated in CapMan Group’s figures as a 100% owned subsidiary since September 2008.
More information on the transaction can be found in the stock exchange releases published on 26 May 2008, on 27 August 2008 and on 7 April 2009, available at CapMan’s Internet pages at http://www.capman.com/En/Media/Releases.