- Novaturas, the largest tour operator in the Baltic countries, has published a prospectus prepared in connection with its initial public offering and intention to apply for the admission and introduction of its shares to trade on the Warsaw Stock Exchange and on Nasdaq Vilnius.
- The offering is taking place in Poland, Lithuania and Estonia. The Company’s shares will also be offered to selected foreign institutional investors outside of the territory of the United States based on applicable regulations.
- Retail investors may subscribe for the Company’s shares from 27 February to 7 March at a maximum price set at EUR 13.50 and its equivalent in Polish zlotys (for investors in Poland), i.e. PLN 56.11.
- Retail investors in Poland may subscribe for the Company’s shares at the customer service locations of PKO BP Securities (Offering Agent) as well as at the locations of the companies forming the Retail Consortium, i.e. mBank and Alior Bank.
- Retail investors in Lithuania and Estonia may subscribe for the Company’s shares at whichever financial institution which is a member of Nasdaq Vilnius and where they have a securities account in.
- Bookbuilding for institutional investors will be conducted from 26 February to 8 March. Joint bookrunners are: PKO BP Securities, Trigon DM and Swedbank.
- The offering includes 3,903,500 shares, i.e. 50% of the Company’s existing shares sold by some of its existing shareholders, including the majority shareholder – Central European Tour Operator S.a.r.l. (CETO, an entity owned by Polish Enterprise Fund VI, managed by Enterprise Investors).
- If demand for the Company’s shares is significant, CETO might offer an additional stake of up to 1,249,120 shares, i.e. up to 16% of the existing shares. Therefore, if all of the offered shares are purchased by investors, after the offering new investors might hold 50% of the Company’s shares under the first scenario or up to 66% of the Company’s shares if the additional stake is sold.
- The total value of the public offering, calculated using the maximum price for retail investors, may reach almost EUR 53 million (approx. PLN 220 million) if the offering ends up with 50% of the existing shares being sold, or close to EUR 70 million (approx. PLN 290 million) if the entire additional stake is offered and sold. The total market capitalization of the Company, based on the maximum price for retail investors, is estimated at over EUR 105 million (approx. PLN 440 million).
- The final number and the final prices of the offered shares will be set on 8 March. For institutional investors, the final price might be higher than the maximum price for retail investors.
- It is expected that retail investors will be able to purchase a total of approx. 10% of the shares that will be offered.
- The remaining shares held by the existing minority shareholders will be subject to a lock-up agreement for a period of 540 days, while shares held by CETO will be subject to a lock-up for a period of 180 days from the first listing of the Company’s shares on the Warsaw Stock Exchange and on Nasdaq. The Company will also undertake to not conduct any new share issue for a period of 360 days.
“Our strategic goal is to retain our top position in the attractive tourism market in Lithuania, Latvia and Estonia as well as further geographic expansion on the prospective Belarussian market. We are aiming at further growing the scale of our business while at the same time retaining high profitability ratios. Our business model is characterised by high operating cash flows and low capital expenditures. We are not investing in fixed assets such as offices, hotels, aircraft or coaches, focusing instead on our core business. And we prefer to regularly share our earnings with our shareholders. Novaturas is thus a unique combination of growth and dividend company,” said Linas Aldonis, CEO of Novaturas.
Expected schedule for Novaturas’ initial public offering
| 26 February – 8 March 2018 | Roadshow and bookbuilding for institutional investors |
| 27 February – 7 March 2018 | Subscription acceptance at maximum price for retail investors |
| 8 March 2018 | Publication of information on final number and prices of offered shares |
| around 21 March 2018 | First day of listing on the Warsaw Stock Exchange and on Nasdaq Vilnius |
