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BEWiSynbra Group AB (publ) announces its intention to apply for the group to be admitted to trading on Merkur Market

18 August 2020

Not for distribution or release, directly or indirectly, to u.S. News wire services or for dissemination in or into the united states, australia, canada or japan, or any other jurisdiction in which the distribution or release would be unlawful.

BEWiSynbra Group AB (publ) (“BEWiSynbra”), a leading international provider of insulation and packaging solutions, today announces its intention to apply for the shares in a newly established Norwegian parent company, BEWi ASA (together with BEWiSynbra “BEWI”), to be admitted to trading on Merkur Market, a multilateral trading facility operated by Oslo Stock Exchange. Furthermore, the Board of BEWi ASA has resolved to work towards a change of listing venue to Oslo Børs, which is expected to take place within the next 12 months.

Gunnar Syvertsen, Chairman of the Board of BEWi comments: “Through the recently announced acquisition of BDH, we further strengthen our position as a major international provider of insulation and packaging solutions, in line with our long-term strategy for growth and diversification. Now, we are ready to take a leading role in the ongoing consolidation of our industry, and we therefore consider a listing of BEWi to be strategically important, and certainly also a milestone for BEWi.”

BEWi was founded in 1980 by the Bekken family at Frøya in Norway and has since then grown to become a major European player in both the insulation and the packaging industry. BEWi delivers innovative and sustainable products & solutions, protecting both people and goods, such as fish boxes, bike helmets, pharmaceutical packaging, child seats as well as insulation products for buildings and infrastructure. BEWi is integrated through the value chain, from production of raw materials to end products as well as recycling of used products. The integrated model diversifies business exposure and serves as both a margin stabilising, as well as a margin enhancing measure positioning BEWi well to meet fluctuating market conditions.

Since 2018, BEWi has increased its focus on its environmental footprint. Through the dedicated business area BEWiSynbra Circular, BEWi today recycles 20,000 tonnes of EPS products annually. During 2021, BEWi expects to reach a recycling capacity of 60,000 tonnes, evaluated as an important measure to meet future business, as well as environmentally related demands.

On 17 August 2020, BEWiSynbra announced the acquisition of the Norwegian company BEWi Drift Holding AS (“BDH”) for a total consideration of NOK 400 million. BDH is a supplier of packaging products for use on land and at sea and solutions for insulation and the acquisition provides BEWi with an expanded product portfolio and geographic reach. Following the acquisition of BDH, BEWi controls a total of 38 facilities in Europe. In the first half of 2020, BEWi delivered Net Sales of ~SEK 2.7 billion and an adjusted EBITDA of ~SEK 378 million, when including BDH on a pro forma basis (unaudited).

Christian Bekken, CEO of BEWi comments: “Our strategic priorities are to continue to grow through accretive acquisitions, further strengthen our circular activities and continue to innovate new sustainable solutions for our customers. Our integrated business model has proven very robust, both in times of fluctuations in raw material prices and lately, through the challenging Covid-19 situation, providing us with a solid foundation to realise our strategy, as earnings have proven to be very resilient.”

Contemplated placement of existing shares and admission to Merkur Market

Even if BEWi ASA, the newly established parent company for the BEWi Group, is expected to satisfy requirements for spread of ownership to be admitted to Merkur Market without any further placement of shares, the intention is to offer up to 10 per cent of the existing shares in BEWi ASA as part of the process. The selling shareholders will be the Bekken family, through their wholly owned company Frøya Invest AS and funds controlled by Verdane Capital.

Following the placement of existing shares, BEWi ASA will apply for admission to trading of its shares on Merkur Market, a multilateral trading facility operated by the Oslo Stock Exchange. The admission is currently expected to take place in August or September 2020.

Current ownership

The Bekken family currently owns approximately 66.7 per cent, funds controlled by Verdane Capital has 17.4 per cent ownership and Kverva AS owns 9.9 per cent of the shares in BEWi. Following the contemplated placement of existing shares, the Bekken family will own approximately 58.6 per cent and funds controlled by Verdane Capital 15.6 per cent of the shares in BEWi.

The Bekken family will remain a majority shareholder post the contemplated transaction, which is in line with their long-term ownership strategy.

Lock-up

The selling shareholders will subject to completion of the contemplated transaction undertake a 6 months lock-up.

Advisors

Nordea Bank Abp, filial i Norge, and SpareBank 1 Markets have been retained as financial advisors in connection with the admission to trading on Merkur Market and the contemplated sale of shares. Cirio law firm is acting as Swedish lead adviser and Wikborg Rein law firm as Norwegian legal advisor to BEWi. Wiersholm law firm is acting as Norwegian legal advisor to the financial advisors.

For further information, please contact:

Marie Danielsson, CFO BEWi, tel: +46 70 661 0047
Hanna Laurentz, Director of Communication and IR, BEWiSynbra, tel: +46 70 177 4400
Charlotte Knudsen, Media and IR contact Norway, tel: +47 9756 1959

About BEWi

BEWi is a leading international provider of packaging, components and insulation solutions, and the largest integrated Expandable Polystyrene (EPS) producer in Europe. BEWi is integrated throughout the value chain, from production of raw materials and end products, to recycling of used products. Since the start in the Norwegian archipelago at Frøya in 1980, BEWi has created value for customers by offering sustainable solutions in innovative and efficient ways.

The information is such that BEWiSynbra Group AB (publ) is required to disclose in accordance with the EU Market Abuse Regulation (596/2014/EU). The information was submitted for publication, through the agency of the contact persons set out above, at 07.20 CET on 18 August 2020.

Important Notice

Neither this announcement nor any copy of it may be made or transmitted into the United States, or distributed, directly or indirectly, in the United States. Neither this announcement nor any copy of it may be taken or transmitted directly or indirectly into Australia, Canada, Japan, Hong Kong, South Africa or the United States or to any persons in any of those jurisdictions, except in compliance with applicable securities laws. Any failure to comply with this restriction may constitute a violation of Australian, Canadian, Japanese, Hong Kong, South African or United States securities laws. The distribution of this announcement in other jurisdictions may be restricted by law and persons into whose possession this announcement comes should inform themselves about, and observe, any such restrictions.

This announcement does not constitute an offer to sell, or a solicitation of an offer to purchase, any securities in any jurisdiction.

Forward-looking statements:

This release and any materials distributed in connection with this release may contain certain forward-looking statements. By their nature, forward-looking statements involve risk and uncertainty because they reflect BEWi’s current expectations and assumptions as to future events and circumstances that may not prove accurate. A number of material factors could cause actual results and developments to differ materially from those expressed or implied by these forward-looking statements.

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