Nordic Capital submits cash offer for shares in Nordax

Nicole Tovstiga
08 February 2018

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Nordic Capital Fund VIII and Nordic financial company Sampo have submitted a public cash offer to acquire outstanding shares in niche lending bank Nordax, listed on the Nasdaq OMX Nordic, for SEK 60 per share.

The bid comes four months after Nordic Capital bought a 9.96% stake in Stockholm-listed Nordax, becoming the largest shareholder in the listed bank.

The total offer value, based on all outstanding shares in Nordax, amounts to SEK 6.66bn.

The Nordax board of directors unanimously recommended the offer. Furthermore, Handelsbanken Fonder, Carnegie Fonder, Investment AB Öresund and Swedbank Robur, representing 19% in aggregate of the shares and votes in Nordax, have accepted the offer, subject to conditions.

Nordic Capital and Sampo said the offer is intended to support further growth for Nordax, which is supported by underlying market dynamics in Nordic consumer finance.

The offer represents a premium of 34.5% to the closing price of SEK 44.6 for Nordax shares on 11 October 2017, the last trading day before the announcement of Sampo's acquisition of shares in Nordax.

Carnegie Investment Bank, Citigroup Global Markets and Sundling Wärn Partners are financial advisers to the offer. Advokatfirman Cederquist, Nord Advokater and Hannes Snellman are legal advisers for Swedish law and Davis Polk & Wardwell is legal adviser for US law in connection with the offer.

Vision Capital acquired Nordax for a total consideration of €105m from Palamon Capital Partners after a six-year holding, in April 2010. An existing subordinated loan facility with Proventus was rolled over.

Nordic Capital bought a 9.96% stake in Nordax with a call option that entitled it to an additional 5.04% in October 2017. At the time, the share block was worth SEK 886.1m based on a share price of SEK 53.25.