Kriptown SAS extends the acceptance period in the recommended public cash offer to Spotlight Group AB shareholders to complete the regulatory approvals with the Swedish Financial Supervisory Authority
Idag, 18:05
Kriptown SAS extends the acceptance period in the recommended public cash offer to Spotlight Group AB shareholders to complete the regulatory approvals with the Swedish Financial Supervisory Authority
On 17 June 2026, Kriptown SAS (the ”Offeror” or ”Kriptown”) announced a recommended public cash offer to the shareholders of Spotlight Group AB (”Spotlight Group”) to tender all their shares in Spotlight Group to the Offeror (the ”Offer”). The Offeror today announces that the acceptance period for the Offer is extended to allow for the completion of the regulatory approval process with the Swedish Financial Supervisory Authority with respect to the ongoing ownership and owner management assessments in connection with the Offer, as these approvals have not yet been obtained.
Extended acceptance period
The Offeror has resolved to extend the acceptance period for the Offer up to and including 9 December 2026 at 15:00 CET. The extension is made to allow for the completion of the regulatory approval process with the Swedish Financial Supervisory Authority with respect to the ongoing ownership and owner management assessments in connection with the Offer, as these approvals have not yet been obtained.
As set out in the Offeror’s press release of 17 June 2026, by which the Offer was announced, the Offeror has been granted an exemption from the Swedish Securities Council (Ruling 2026:26) permitting that the initial acceptance period for the Offer is 16 weeks, i.e. up to and including 14 October 2026, which may be extended to a maximum of 24 weeks, i.e. up to and including 9 December 2026 without the Offeror needing to apply for additional exemptions, if such extended acceptance period is necessitated by the Swedish Financial Supervisory Authority’s processing time.
The Swedish Financial Supervisory Authority’s processing of the ownership and owner management assessments in connection with the Offer is still ongoing and the Offeror is continuously providing the Swedish Financial Supervisory Authority with requested information. In connection with a request for supplementary information on 7 October 2026, the Swedish Financial Supervisory Authority has advised that its processing period will be extended by a period corresponding to the number of business days between the date of the Swedish Financial Supervisory Authority’s request and the date on which the Offeror’s supplementary information is submitted to the Swedish Financial Supervisory Authority, however by no more than 30 business days. The Offeror intends to submit the requested information to the Swedish Financial Supervisory Authority on or around 21 October 2026, i.e. ten business days after 7 October 2026.
Prior to the request for supplementary information described above, the Swedish Financial Supervisory Authority informed the Offeror that the ongoing ownership and owner management assessments in connection with the Offer will be automatically approved on 3 December 2026 unless the Swedish Financial Supervisory Authority has made a decision or requested additional information before then. According to the Offeror’s calculation, a decision from the Swedish Financial Supervisory Authority is therefore expected no later than on or around 17 December 2026, i.e. ten business days after 3 December 2026. The Swedish Financial Supervisory Authority may extend the processing time further if additional supplementary information is requested.
Should it prove necessary as a result of the Swedish Financial Supervisory Authority’s processing time, the Offeror intends to apply for an additional exemption from the Swedish Securities Council to extend the acceptance period for the Offer. As a starting point, the acceptance period may be extended to a maximum of nine months in total, i.e. up to and including 25 March 2027, unless the Offeror applies for and is granted an exemption from the Swedish Securities Council to extend the acceptance period further.
Preliminary level of acceptance
According to information provided to the Offeror as of today, the Offer has been accepted by shareholders representing a total of approximately 94 per cent of the outstanding shares and votes in Spotlight Group.
Settlement
For shareholders of Spotlight Group who accepted the Offer during the initial acceptance period, as well as shareholders who accept the Offer during the extended acceptance period, settlement will commence as soon as the Offeror has announced that the conditions for the Offer have been satisfied or the Offeror otherwise resolves to complete the Offer.
If such announcement is made on or around 11 December 2026, i.e. in connection with the expiry of the extended acceptance period, settlement is expected to commence on or around 15 December 2026.
The Offeror reserves the right to further extend the acceptance period for the Offer, and thereby to postpone the settlement date.
Completion of the Offer
The completion of the Offer is conditional upon, among other things, the Offer being accepted to such extent that the Offeror becomes the owner of shares representing more than 90 per cent of all outstanding shares in Spotlight Group (on a fully diluted basis). In accordance with customary practice for Swedish public takeover offers, the Offeror has reserved the right to waive, in whole or in part, one, several or all of the conditions for completion of the Offer, including to complete the Offer at a lower level of acceptance. Any such waiver shall be announced by the Offeror by way of a press release in accordance with applicable rules. Shareholders of Spotlight Group, including those who have already accepted the Offer, are hereby reminded that they are entitled to withdraw their acceptances of the Offer. For a withdrawal to be valid, a written notice of withdrawal must have been received by Bergs Securities before the Offeror has announced that the conditions for the Offer have been satisfied or, if such announcement is not made during the acceptance period, no later than 15:00 CET on the last day of the acceptance period. Shareholders of Spotlight Group whose shares are nominee-registered shall follow the instructions from their nominee.
Advisors
Wigge & Partners Law KB is acting as legal adviser and 2CFinance is acting as financial adviser to the Offeror in connection with the Offer.
Information about the Offer
Further information about the Offer is available on www.kriptown.com/spotlightoffer
For further information, please contact:
Ines Beneyto, Head of Strategy
Telephone: +33 6 95 61 55 73
E-mail: ines@lise.com
This information was submitted for publication, through the agency of the contact person set out above, at 18:00 CEST on 13 October 2026.
Important information
This press release has been published in Swedish and English. In the event of any discrepancy in content between the two language versions, the Swedish version shall prevail.
The release, publication or distribution of this press release in or into jurisdictions other than Sweden may be restricted by law and therefore any persons who are subject to the laws of any jurisdiction other than Sweden should inform themselves about, and observe any applicable requirements. In particular, the ability of persons who are not resident in Sweden to accept the Offer may be affected by the laws of the relevant jurisdictions in which they are located or of which they are citizens. Any failure to comply with the applicable restrictions may constitute a violation of the securities laws of any such jurisdiction. To the fullest extent permitted by applicable law, the Offeror and the other companies and persons involved in the Offer disclaim any responsibility or liability for the violation of such restrictions by any person.
This press release has been prepared for the purpose of complying with Swedish law, the Takeover Rules and the Swedish Securities Council’s rulings regarding interpretation and application of the Takeover Rules and the information disclosed may not be the same as that which would have been disclosed if this press release had been prepared in accordance with the laws of jurisdictions other than Sweden.
Unless otherwise determined by the Offeror or required by Swedish law, the Takeover Rules and the Swedish Securities Council’s rulings regarding interpretation and application of such rules, and permitted by applicable law and regulation, the Offer is not being made and will not be made available, directly or indirectly, in, into or from Australia, Belarus, Hong Kong, India, Japan, Canada, New Zealand, Russia, Switzerland, Singapore, South Africa or the United States or any other jurisdiction where to do so would violate the laws or regulations of such jurisdiction (the “Restricted Jurisdictions”). No person may accept the Offer by any means of communication (including, but not limited to, facsimile, e-mail or other electronic transmission, telex or telephone) used in interstate or foreign commerce of, or of any facility of a national, state or other securities exchange of any Restricted Jurisdiction or any other jurisdiction where doing so would constitute a violation of the laws of that jurisdiction and the Offer may not be capable of acceptance by any such use, means, instrumentality or facilities. Accordingly, copies of this press release, the offer document and any other documentation relating to the Offer are not being, and must not be, directly or indirectly, mailed, forwarded, distributed or sent in, into or from a Restricted Jurisdiction or any other jurisdiction where such acceptance would constitute a violation of applicable law or regulation. Banks, brokers, dealers, nominees, custodians, trustees and other persons receiving such documents must not mail, forward, distribute or send them in, into or from any Restricted Jurisdiction or to any person resident or located in any Restricted Jurisdiction. Failure to inform oneself of and comply with any applicable restrictions or rules may constitute a violation of securities laws in the Restricted Jurisdictions. The Offeror disclaims, to the extent permitted by applicable law, all liability for any person's violation of such provisions. If anyone seeks to accept the Offer as a result of having directly or indirectly violated these restrictions, the acceptance may be disregarded. No consideration under the Offer will be paid in or to any Restricted Jurisdiction.
Swedish substantive law is applicable to the Offer. Any dispute arising out of or in connection with the Offer shall be settled exclusively by Swedish courts, with the Stockholm District Court as the court of first instance.
The Offer and the information and documentation relating to the Offer have not been prepared by, and have not been approved by, an “authorised person” as referred to in section 21 of the UK Financial Services and Markets Act 2000 (”FSMA”). Accordingly, such information and documentation may not be distributed to, or forwarded to, the general public in the United Kingdom, unless an exemption applies. The communication of such information and documentation is exempt from the restriction on financial promotions under section 21 of the FSMA on the basis that it is a communication by or on behalf of a body corporate which relates to a transaction to acquire day-to-day control of the affairs of a body corporate, or to acquire 50 per cent or more of the voting shares in a body corporate, within article 62 of the UK Financial Services and Markets Act 2000 (Financial Promotion) Order 2005.
Statements in this press release relating to future status or circumstances, including statements regarding future performance, growth and other projections, as well as the benefits of the Offer, constitute forward-looking statements. Such information may generally, but not always, be identified by the use of words such as “estimated”, “expected” or “believed”, or similar expressions. Forward-looking statements are by their nature associated with risk and uncertainty, as they depend on circumstances that may occur in the future. Actual results may differ materially from those stated or implied in the forward–looking information as a result of a number of factors, many of which are beyond the Offeror's control. All such forward-looking statements apply only as of the date on which they were made and the Offeror assumes no obligation (and undertakes no such obligation) to update or revise them, whether as a result of new information, future events or other circumstances, except as required by applicable law and regulation.
Kriptown SAS extends the acceptance period in the recommended public cash offer to Spotlight Group AB shareholders to complete the regulatory approvals with the Swedish Financial Supervisory Authority
Idag, 18:05
Kriptown SAS extends the acceptance period in the recommended public cash offer to Spotlight Group AB shareholders to complete the regulatory approvals with the Swedish Financial Supervisory Authority
On 17 June 2026, Kriptown SAS (the ”Offeror” or ”Kriptown”) announced a recommended public cash offer to the shareholders of Spotlight Group AB (”Spotlight Group”) to tender all their shares in Spotlight Group to the Offeror (the ”Offer”). The Offeror today announces that the acceptance period for the Offer is extended to allow for the completion of the regulatory approval process with the Swedish Financial Supervisory Authority with respect to the ongoing ownership and owner management assessments in connection with the Offer, as these approvals have not yet been obtained.
Extended acceptance period
The Offeror has resolved to extend the acceptance period for the Offer up to and including 9 December 2026 at 15:00 CET. The extension is made to allow for the completion of the regulatory approval process with the Swedish Financial Supervisory Authority with respect to the ongoing ownership and owner management assessments in connection with the Offer, as these approvals have not yet been obtained.
As set out in the Offeror’s press release of 17 June 2026, by which the Offer was announced, the Offeror has been granted an exemption from the Swedish Securities Council (Ruling 2026:26) permitting that the initial acceptance period for the Offer is 16 weeks, i.e. up to and including 14 October 2026, which may be extended to a maximum of 24 weeks, i.e. up to and including 9 December 2026 without the Offeror needing to apply for additional exemptions, if such extended acceptance period is necessitated by the Swedish Financial Supervisory Authority’s processing time.
The Swedish Financial Supervisory Authority’s processing of the ownership and owner management assessments in connection with the Offer is still ongoing and the Offeror is continuously providing the Swedish Financial Supervisory Authority with requested information. In connection with a request for supplementary information on 7 October 2026, the Swedish Financial Supervisory Authority has advised that its processing period will be extended by a period corresponding to the number of business days between the date of the Swedish Financial Supervisory Authority’s request and the date on which the Offeror’s supplementary information is submitted to the Swedish Financial Supervisory Authority, however by no more than 30 business days. The Offeror intends to submit the requested information to the Swedish Financial Supervisory Authority on or around 21 October 2026, i.e. ten business days after 7 October 2026.
Prior to the request for supplementary information described above, the Swedish Financial Supervisory Authority informed the Offeror that the ongoing ownership and owner management assessments in connection with the Offer will be automatically approved on 3 December 2026 unless the Swedish Financial Supervisory Authority has made a decision or requested additional information before then. According to the Offeror’s calculation, a decision from the Swedish Financial Supervisory Authority is therefore expected no later than on or around 17 December 2026, i.e. ten business days after 3 December 2026. The Swedish Financial Supervisory Authority may extend the processing time further if additional supplementary information is requested.
Should it prove necessary as a result of the Swedish Financial Supervisory Authority’s processing time, the Offeror intends to apply for an additional exemption from the Swedish Securities Council to extend the acceptance period for the Offer. As a starting point, the acceptance period may be extended to a maximum of nine months in total, i.e. up to and including 25 March 2027, unless the Offeror applies for and is granted an exemption from the Swedish Securities Council to extend the acceptance period further.
Preliminary level of acceptance
According to information provided to the Offeror as of today, the Offer has been accepted by shareholders representing a total of approximately 94 per cent of the outstanding shares and votes in Spotlight Group.
Settlement
For shareholders of Spotlight Group who accepted the Offer during the initial acceptance period, as well as shareholders who accept the Offer during the extended acceptance period, settlement will commence as soon as the Offeror has announced that the conditions for the Offer have been satisfied or the Offeror otherwise resolves to complete the Offer.
If such announcement is made on or around 11 December 2026, i.e. in connection with the expiry of the extended acceptance period, settlement is expected to commence on or around 15 December 2026.
The Offeror reserves the right to further extend the acceptance period for the Offer, and thereby to postpone the settlement date.
Completion of the Offer
The completion of the Offer is conditional upon, among other things, the Offer being accepted to such extent that the Offeror becomes the owner of shares representing more than 90 per cent of all outstanding shares in Spotlight Group (on a fully diluted basis). In accordance with customary practice for Swedish public takeover offers, the Offeror has reserved the right to waive, in whole or in part, one, several or all of the conditions for completion of the Offer, including to complete the Offer at a lower level of acceptance. Any such waiver shall be announced by the Offeror by way of a press release in accordance with applicable rules. Shareholders of Spotlight Group, including those who have already accepted the Offer, are hereby reminded that they are entitled to withdraw their acceptances of the Offer. For a withdrawal to be valid, a written notice of withdrawal must have been received by Bergs Securities before the Offeror has announced that the conditions for the Offer have been satisfied or, if such announcement is not made during the acceptance period, no later than 15:00 CET on the last day of the acceptance period. Shareholders of Spotlight Group whose shares are nominee-registered shall follow the instructions from their nominee.
Advisors
Wigge & Partners Law KB is acting as legal adviser and 2CFinance is acting as financial adviser to the Offeror in connection with the Offer.
Information about the Offer
Further information about the Offer is available on www.kriptown.com/spotlightoffer
For further information, please contact:
Ines Beneyto, Head of Strategy
Telephone: +33 6 95 61 55 73
E-mail: ines@lise.com
This information was submitted for publication, through the agency of the contact person set out above, at 18:00 CEST on 13 October 2026.
Important information
This press release has been published in Swedish and English. In the event of any discrepancy in content between the two language versions, the Swedish version shall prevail.
The release, publication or distribution of this press release in or into jurisdictions other than Sweden may be restricted by law and therefore any persons who are subject to the laws of any jurisdiction other than Sweden should inform themselves about, and observe any applicable requirements. In particular, the ability of persons who are not resident in Sweden to accept the Offer may be affected by the laws of the relevant jurisdictions in which they are located or of which they are citizens. Any failure to comply with the applicable restrictions may constitute a violation of the securities laws of any such jurisdiction. To the fullest extent permitted by applicable law, the Offeror and the other companies and persons involved in the Offer disclaim any responsibility or liability for the violation of such restrictions by any person.
This press release has been prepared for the purpose of complying with Swedish law, the Takeover Rules and the Swedish Securities Council’s rulings regarding interpretation and application of the Takeover Rules and the information disclosed may not be the same as that which would have been disclosed if this press release had been prepared in accordance with the laws of jurisdictions other than Sweden.
Unless otherwise determined by the Offeror or required by Swedish law, the Takeover Rules and the Swedish Securities Council’s rulings regarding interpretation and application of such rules, and permitted by applicable law and regulation, the Offer is not being made and will not be made available, directly or indirectly, in, into or from Australia, Belarus, Hong Kong, India, Japan, Canada, New Zealand, Russia, Switzerland, Singapore, South Africa or the United States or any other jurisdiction where to do so would violate the laws or regulations of such jurisdiction (the “Restricted Jurisdictions”). No person may accept the Offer by any means of communication (including, but not limited to, facsimile, e-mail or other electronic transmission, telex or telephone) used in interstate or foreign commerce of, or of any facility of a national, state or other securities exchange of any Restricted Jurisdiction or any other jurisdiction where doing so would constitute a violation of the laws of that jurisdiction and the Offer may not be capable of acceptance by any such use, means, instrumentality or facilities. Accordingly, copies of this press release, the offer document and any other documentation relating to the Offer are not being, and must not be, directly or indirectly, mailed, forwarded, distributed or sent in, into or from a Restricted Jurisdiction or any other jurisdiction where such acceptance would constitute a violation of applicable law or regulation. Banks, brokers, dealers, nominees, custodians, trustees and other persons receiving such documents must not mail, forward, distribute or send them in, into or from any Restricted Jurisdiction or to any person resident or located in any Restricted Jurisdiction. Failure to inform oneself of and comply with any applicable restrictions or rules may constitute a violation of securities laws in the Restricted Jurisdictions. The Offeror disclaims, to the extent permitted by applicable law, all liability for any person's violation of such provisions. If anyone seeks to accept the Offer as a result of having directly or indirectly violated these restrictions, the acceptance may be disregarded. No consideration under the Offer will be paid in or to any Restricted Jurisdiction.
Swedish substantive law is applicable to the Offer. Any dispute arising out of or in connection with the Offer shall be settled exclusively by Swedish courts, with the Stockholm District Court as the court of first instance.
The Offer and the information and documentation relating to the Offer have not been prepared by, and have not been approved by, an “authorised person” as referred to in section 21 of the UK Financial Services and Markets Act 2000 (”FSMA”). Accordingly, such information and documentation may not be distributed to, or forwarded to, the general public in the United Kingdom, unless an exemption applies. The communication of such information and documentation is exempt from the restriction on financial promotions under section 21 of the FSMA on the basis that it is a communication by or on behalf of a body corporate which relates to a transaction to acquire day-to-day control of the affairs of a body corporate, or to acquire 50 per cent or more of the voting shares in a body corporate, within article 62 of the UK Financial Services and Markets Act 2000 (Financial Promotion) Order 2005.
Statements in this press release relating to future status or circumstances, including statements regarding future performance, growth and other projections, as well as the benefits of the Offer, constitute forward-looking statements. Such information may generally, but not always, be identified by the use of words such as “estimated”, “expected” or “believed”, or similar expressions. Forward-looking statements are by their nature associated with risk and uncertainty, as they depend on circumstances that may occur in the future. Actual results may differ materially from those stated or implied in the forward–looking information as a result of a number of factors, many of which are beyond the Offeror's control. All such forward-looking statements apply only as of the date on which they were made and the Offeror assumes no obligation (and undertakes no such obligation) to update or revise them, whether as a result of new information, future events or other circumstances, except as required by applicable law and regulation.
Investmentbolag
Privatekonomi
Investmentbolag
Privatekonomi
Marknadsöversikt
1 DAG %
Senast
1 mån
