Hometown - Denmark's new listed property company - An opportunity to invest in the property market
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Hometown – Denmark’s
new listed property
company
An opportunity to invest in the property market
Hometown offers new shares for investment in
residential rental property
27 October 2021
HOMETOWN
Dear shareholders
– and prospective new shareholders
Investments in Danish property should be for
everybody. At Hometown, it is our vision to make
property investments available to a wider range
of the population and to give everybody a
share in future value creation in the Danish
property market.
Thomas W. Færch
CEO
When buying shares in Hometown, you can growth cities and in suburbs of major cities.
invest indirectly as a shareholder in a Moreover, we invest in other existing
wide and diversified portfolio of Danish property funds and companies.
residential rental property. And because
the investment is in listed shares rather than Hometown builds on the stock exchange
bricks or unlisted companies, you can also exit platform of the former Victoria Properties. At
your investment again through the end of 2018, our majority shareholder,
the stock exchange market if you need to Gefion Group, acquired the majority of the
company’s shares for the purpose of creating
do so. It is our vision to generate
a new Danish property share.
liquidity in what is traditionally a very
illiquid type of investment.
Hometown is led by a board of directors
comprising three experienced property
Let me briefly introduce you to Hometown. professionals and is managed by a
We are a new Danish property company that professional and authorised property
primarily focuses on investments in prime manager. You can read more about all this
residential rental property in Danish below. Welcome to Hometown!
2 / 17
HOMETOWN
Secure and long-term
investment in Danish
residential property
In connection with the launch of a new On the following pages, you can find out
growth and investment strategy, we have more about the capital increase and our
changed our name to Hometown. This is to investment strategy. There will also be an
clearly indicate that we see our new introduction to ROOF Management which
is our selected property management
strategy as a company restart. We are about
service provider and our professional
to implement our new investment strategy,
adviser in the investment process. This
which is the reason why we want to increase
gives us the most cost-effective and
our share capital through a rights issue. The
flexible access to all necessary resources
pre-emptive rights of existing shareholders do
and competencies.
not automatically imply that others cannot
take part in the share issue. On the contrary.
Thomas W. Færch
We always welcome new investors who are
CEO
interested in investing in Danish residential
rental property through Hometown.
3 / 17
HOMETOWN
How does a rights
issue operate
As a shareholder, you’ll be offered nine subscription rights for each share you hold in Hometown A/S. Important dates
One subscription right will give you the chance to buy one new share at a price of DKK 0.75.
28 October 2021
The subscription rights can be traded on Nasdaq Copenhagen in the period from
Final trading day for Existing
29 October to 11 November 2021. Shares, including Subscription Rights
29 October 2021
First trading day for Existing
Shares, exclusive of Subscription Rights
Example 29 October 2021
Trading period for Subscription
A holding of 1,000 shares gives the holder 9,000 subscription rights. As one Rights begins
subscription right is required to buy one new share, you can buy a total of
9,000 new shares at a price of DKK 0.75 each so that your total shareholding 2 November 2021
increases to a total of 10,000 shares. Unexercised subscription rights can be Subscription period for Offered
bought or sold in the market. Shares begins
11 November 2021
Trading period for Subscription Rights ends
15 November 2021
Subscription period for Offered Shares
ends
1,000 9,000 9,000 10,000 18 November 2021
Expected announcement of the result of
the Rights Issue
Existing shares Subscription rights New shares New holding of shares
Subscription price DKK 0.75 Budgeted net proceeds in case of full
for each share subscription
DKK 119m
4 / 17
HOMETOWN
Questions and answers
How to take part in the rights issue What do I do if I do not wish to exercise Can I buy new shares if I am not
1
On 1 November 2021All shareholders will be granted rights my subscription rights and take part in the issue? already a shareholder of Hometown?
to be used to subscribe for the new shares. You will receive Then you can choose to sell your subscription rights in the Yes, if you buy rights through your bank
information about the issue and the number of subscription market. The trading period for subscription rights runs from 29 to subscribe for new shares, you can take part in the rights
rights from the bank holding your shares in custody. You must October to 11 November. Regardless of whether or not you issue. You can also subscribe for shares without having
also inform your bank what you want to do with your rights take part in the issue, you will keep the shares in Hometown subscription rights if not all subscription rights are
and whether you want to subscribe for new shares. It is you already hold, but your percentage ownership of exercised.
important that you keep the specified deadlines. Hometown A/S will be diluted by up to 90%. We encourage
you to read the information from your bank about your Is it a good idea to take part in the rights issue?
Can I subscribe for more shares than subscription rights. We recommend that you read the prospectus which
my rights entitle me to? contains information on all material aspects of Hometown
To subscribe for more shares, you must buy subscription What happens if I do nothing? A/S. The prospectus is available at www.hometown.dk.
rights in the market. The trading period for subscription Any subscription rights which are not exercised or sold in the Then it is up to you to decide whether you wish to
rights runs from 29 October to 11 November. You need one participate. Alternatively, we would recommend you to
subscription period will lose their validity and value, and you
subscription right for each new share you wish to buy. seek professional investment advice, e.g. through your
will not be entitled to compensation. You will naturally keep
bank.
the shares in Hometown A/S you already hold, but your
I want to take part in the issue, but end up percentage ownership may be diluted by up to 90 %. Thus, to
having a surplus of subscription rights? Does participation in the rights issue involve
realise the value of the rights you are granted, you must either
You can sell your surplus subscription rights in costs for me as a shareholder?
sell them or use them to buy shares and thus participate in the
the market. The trading period for subscription rights runs Hometown does not require shareholders to pay any costs
capital increase. You should read the information
from 29 October to 11 November. but your bank may charge transaction fees.
from your bank about your subscription rights.
Is it possible to change or cancel
an order already placed in the rights issue?
No, your order is binding.
Note 1: Shareholders registered as shareholders with VP Securities on 1 November 2021 at 17.59 (grant date).
5 / 17
HOMETOWN
Investment strategy
Our objective is to achieve a return on equity (ROE) of
about 7-9 % per year through investments in a diversified
property portfolio.
15 %
Funds (secondaries)
40 %
Residential property rental in
Danish growth cities
45 %
High-yield residential property rental
6 / 17
HOMETOWN
Segment 1: Segment 2: Segment 3:
Residential property for rental Residential property for rental Investments in existing
in Danish growth cities with a high yield property funds or companies
Property with a high degree of rental certainty and Properties with a reasonable degree of rental certainty Investments in shares of existing property funds or
value increase potential. attractively located in cities with a population of at least companies (whether listed or unlisted) investing in
3,000. For investments in this segment, we do not necessarily property falling within the scope of our investment
The investments are primarily made in existing rental expect there to be a potential for significant value increases strategy and where there is high confidence in the
properties, but investments may also be made in the future. The investments are made primarily in property manager of the relevant property fund or
in development projects to achieve a higher rate of return. residential rental property situated in towns close to company.
Denmark’s largest growth cities and in areas with a net
Danish growth cities mean cities with at least 20,000 population growth in the past three years and prospects of We are preferably to hold 10 % for tax reasons in order to
inhabitants who have had a positive net population further population growth over the next 5-10 years. achieve tax relief in connection with dividend distributions.
growth in the past three years and still have Indirect purchases of shares of existing rental property
provide the opportunity to spread and thereby mitigate
prospects for population growth in coming years. It is our objective that in the long view, this segment
risks, but at the same time also the opportunity to buy
We opt for cities close to good infrastructure, educational Will make up approx. 45 % of our property portfolio. shares at attractive prices because of the illiquidity of such
opportunities as well as sports and culture, recreational areas shares.
and green spaces. Examples of large Danish growth cities are
Copenhagen, Odense, Aarhus and Aalborg. It is our objective that in the long view, this segment
will make up approx. 15 % of our property portfolio.
It is our objective that in the long view, approx. 40 % of our
property portfolio will consist of rental property
situated in Danish growth cities.
Expected direct return: Expected direct return:
approx. 3-4% per year. approx. 6% per year.
Parameter Assumed value Parameter Assumed value Parameter Assumed value
1. year pre-tax* return on property 3.7 % p.a. before tax 1. year pre-tax* return on property 6% p.a. before tax Pre-tax return (ROE) (geared) 8% p.a. before tax
Equity ratio 30% Equity ratio 35 % Annual decline in return on equity (ROE)
due to decreasing gearing in funds 0.25% p.a. before tax
Share of interest-only mortgage loans 40% of principal Share of interest-only mortgage loan 35% of principal
Interest on loan, including contribution rate Interest on loan, including contribution rate Annual cash yield 2.0% p.a.
(mix of fixed-interest and F5 loans) 2.0% p.a. (mix of fixed-interest and F5 loans) 2.0% p.a.
Mortgage loan term 30 years Mortgage loan term 20 years
Annual increase in value of properties 1.0% p.a. Annual increase in value of properties 0.5% p.a.
Annual increase in net rent 1.0% p.a. Annual increase in net rent 0.5% p.a.
* The assumptions for determining 1. year pre-tax ROE on the properties have been set * The assumptions for determining 1. year pre-tax ROE on the properties have been set
with inspiration from market reports from Colliers International Danmark A/S (market with inspiration from market reports from Colliers International Danmark A/S (market
supdate Q2 2021), Nordicals A/S’ commercial real estate agents (market insight May 2021) supdate Q2 2021), Nordicals A/S’ commercial real estate agents (market insight May 2021)
and Cushman & Wakefield, Red (Danish Investment Atlas 2021), but the assumptions and Cushman & Wakefield, Red (Danish Investment Atlas 2021), but the assumptions
are based on our own assessment and analysis. are based on our own assessment and analysis.
7 / 17
HOMETOWN
Budgetary projections
To illustrate our projected financial results
after completion of the rights issue and implementation
of our investment strategy, we include below the
company’s projected financial results and balance sheet
for the next ten years. The projection has not been audited
and is based on a number of assumptions as set out
below. The company’s actual performance may differ
significantly from the performance projected.
A substantial part of the company’s current operating profit
will be used to repay debt. The cash profit is expected to leave scope for the
distribution of current annual dividends. Over time, it is expected that rises in
property portfolio value will enable the company to raise dividends
either by increasing the borrowing on our property portfolio or by selling off
property.
From an investor’s perspective, the pre-tax return on invested capital
is expected to increase to 9.2% in 2031, up from 7.8 % in 2023.
8 / 17
HOMETOWN
The budgetary projection is based on various assump- • An investment fee of 1.25% of the purchase
tions which we will go through below: price of the purchased properties and shares of
existing property funds. The amount is a lump
• As at the prospectus date, the equity is expected sum payable at the time of purchase. A
fixed mark-up of 5% is added to the fee to
to be around DKK 5.5m based on an
wholly or partly cover the property manager’s
equity of DKK 8m at the beginning of 2021 less
payroll tax.
the operating loss before rights issue costs of DKK 2.5. It is
assumed that the company’s equity will be invested in liquid
• An annual management fee of 0.65% of the
funds after a sale of the company’s existing property portfolio. value of the company’s properties and shares of
existing property funds. A fixed mark-up of 5
% is added to the fee to wholly or partly cover
the property manager’s payroll tax.
• The gross proceeds from the issue are estimated at approx.
DKK 126m with net proceeds to the company after rights • A bonus paid on the return of invested capital
issue costs of approx. DKK 119m. computed as 20% of the return above a hurdle
rate of 5.5% p.a. The amount will not be repaid
• The company’s cash prior to the rights issue until the accumulated return equals an annual
plus the proceeds will be invested in accordance with the return on the investment above the specified
company’s investment strategy, except for a small hurdle rate. A fixed mark-up of 5% will be
cash buffer in the region of approx. 2 % of the balance added to the fee to wholly or partly cover the
sheet total. property manager’s payroll tax.
• The potential impact of a possible future application
• Regardless that the company is planning to raise additional of a mark-to-market principle in the taxation of
capital in coming years to expand its investment increases in the value of the company’s
portfolio, the projection includes only proceeds from this property portfolio has not been included. The budget
rights issue which will take place in November 2021. does not take into account the company’s use of its
tax loss carryforwards which has been recognised in
• The company’s general capacity and administrative the company’s balance sheet at DKK 0 on a general
costs are expected to total approx. DKK 1.5m per year with basis of prudence. The post-tax result will be better
an annual increase of 1 %. than budgeted if the company can use tax
loss carryforwards. It is assumed that the company
tax rate will continue to be 22 %.
• According to the conditional management agreement with • It is assumed that the company’s free cash flows for
ROOF Management, the below fees will be payable: the preceding year will be paid out as dividends to
the shareholders.
9 / 17
HOMETOWN
Hometown’s management team
Hometown’s management team combines vast and long-standing
experience in investment property. The management team has provided
commitments to subscribe and thus takes active part as investors
in the rights issue.
Nina Grunow-Jensen Niels Wegener Thomas W. Færch
Chairwoman of the board Board member Board member and CEO ´
Nina has previously worked as a Danish and Niels is a partner of NORDIA Law Firm, and Thomas has previously worked as a private
German private practice lawyer specialising in throughout his career he has been engaged in practice lawyer specialising in property
tax and real estate transactions. Moreover she real estate, including the purchase and sale development and investments and in the
holds a Master of Real Estate Financing of investment property, rental matters, past seven years, he has been the CEO of a
and is currently employed as head of financing, etc. Moreover, Niels is active as a property development company which has
transaction and tax in a major pension fund. developed residential rental property
board member and has in-depth knowledge of
worth more than DKK 3bn.
legal and commercial affairs relating to
the business sector.
10 / 17HOMETOWN
Presentation of our executive board and majority shareholder
Hometown’s chief executive officer Prior to the rights issue, Gefion Group A/S and family houses situated in Greater Gefion Group has provided a binding
is Thomas W. Færch who has a background holds approx. 69% of the Hometown shares. Copenhagen, Rødovre and Ballerup. underwriting commitment for subscription
as a lawyer and partner of a law firm Gefion Group is a well-established Danish of new shares in connection with the rights
specialising in real estate and M&A, and as the property developer, and since its formation in In 2018, Gefion Group acquired the majority issue of up to DKK 5m in the event that the
2013, Gefion Group has developed more than of the Hometown shares for the purpose of
CEO and promoter of the Copenhagen rights issue is not fully subscribed by
115,000 sq.m of residential and commercial forming a major Danish property company
property development company Gefion Group other investors in accordance with the
property in Greater Copenhagen at a total which – unlike Gefion Group – would focus
A/S, which is also Hometown’s majority terms contained in the prospectus.
value of more than DKK 3bn. The majority of primarily on investing in and operating turnkey
shareholder.
the approx. 1,600 residential units that Gefion residential rental property.
Group has developed to date, comprises
student accommodation, studios
Examples of Gefion Group’s development projects in Greater Copenhagen:
Amager Strandvej Telegrafkollegiet Ib Schønbergs Allé Niels Juels Gade
• 300 flats • 262 student units constructed, let and • 228 student units • Office building opposite the central
• All flats have been sold or let sold to a German investor • The property has been sold to a private bank of Denmark (Nationalbanken)
• The project has been sold to Danish and investor • Refurbished, let and sold to a foreign
foreign investors Gefion Group has converted a former investor
office building in Ballerup into attractive Gefion Group has built a new building of
Gefion Group has developed and constructed a student accommodation comprising 262 approx. 7,400 sq.m. in Valby which has been let Gefion Group acquired, refurbished, let
mixed-use (residential and commercial) units. The building is located close to to students and sold to an investor. and sold a centrally located commercial
property of approx. 33,000 sq.m . The project is public transport and educational property in Copenhagen.
situated on Amager Strandvej in Copenhagen institutions.
close to the beach and the Copenhagen
Metro.
11 / 17HOMETOWN
Management agreement A personal property manager focusing
on transparency and reliability
with ROOF Management
We offer long-term property investments
in residential rental property in a transparent,
easy-to-understand and accessible fashion.
Transparency is our
To provide for flexible and cost-effective access to the necessary resources
and competencies for implementation of our investment strategy, we have entered into a core value
conditional agreement with ROOF Management A/S as Hometown’s property manager and Established in 2017
future AIFM (Alternative Investment Fund Manager). ROOF Management also takes
active part in the rights issue by having issued an underwriting commitment in the rights issue.
We structure property funds according to
current rules to the benefit of our investors.
Propriety is key
ROOF Management specialises in the structuring and The agreement cannot be terminated for a period of four years
operation of property funds and has, in particular, expert (until 2025) unless ROOF Management fails to obtain the Authorised by the Danish Financial Supervisory
focus on residential rental property. ROOF Management permission to market Hometown, or if, by the end of June 2022, Authority as an AIFM
has a highly experienced and competent team of property Hometown is not capitalised with at least DKK 50m. In such
professionals with experience within property management, cases, Hometown may terminate the agreement with ROOF
law and finance. Management at three months’ notice.
The agreement is subject to the condition that ROOF About ROOF Management A/S: 6
Management will be permitted to market Hometown to • ROOF Management A/S was established in 2017 and since No. of active funds
retail investors. The marketing permission is expected to be then, they have offered property investments for sale in
1 billion
obtained in the first half of 2022. In the meantime, ROOF corporate form. ROOF Management was originally a
Management will only provide standard property management subsidiary of Gefion Group.
services. Value of assets being managed
ROOF Management has been selected based on its • ROOF Management is an authorised alternative investment
518
competencies and experience in Hometown’s investment fund manager (AIFM authorisation) and makes
strategy and on a desire to keep Hometown’s internal its employees, competencies and resources available
organisation small. to Hometown.
No. of homes/units
In practice this means that in the long view, ROOF
Management is to be in charge of a large part of the day-to-
day running of Hometown – like, for example, identifying
relevant investment properties, carrying out due diligence
• The company has special expertise within residential property
investments and also has strong legal and 20.292
financial skills within company administration m2
processes, negotiating contracts of sale and managing the
and management.
property portfolio.HOMETOWN
ROOF Management A/S
Camilla Dalum Nils Thygesen Nick Winther Brian Rathje
Camilla Dalum is the CEO of ROOF Nils, Head of Fund Management of ROOF Nick, Fund Manager of ROOF Management, Brian, Senior Investment Manager of
Management. She has a background as a Management, has more than 20 years originally took at law degree and qualified ROOF Management, holds an
lawyer and has wide experience of experience in managing property as a lawyer and has for many years MSc. in finance and accounting
in property investments as well as property investments in corporate form. Nils has a worked with real estate, development from Copenhagen Business School and
development and operation. Camilla has financial background from the banking sector. projects and property investments at a has 20 years of experience in
previously worked with Accura Law During the past many years, Nils has been private investment manager and at the financial sector, including
Firm and as chief legal officer of heading the fund management activities in a Accura Law Firm. At ROOF Management, the last ten years in the cross field
Gefion Group A/S. As CEO, Camilla has large number of major private equity real Nick is responsible for property funds among between real estate, financing and
daily responsibility for ROOF Manage- estate funds, and most recently, Nils has been other things. investments. Brian has previously worked
ment. Camilla has a personal passion deputy CEO and partner of Thylander as a financial adviser on large property
for sustainability, corporate social Gruppen A/S. transactions and restructurings for Catella
responsibility and equal opportunities within Corporate Finance A/S and has most
property investments, which also has a strong recently worked with direct investments in
impact on ROOF Management’s strategy. residential property at Heimstaden AB. At
ROOF Management, Brian is responsible
for the investment function with primary
focus on procuring, screening and driving
the process of procuring properties.
13 / 17HOMETOWN
ROOF Management’s board of directors
Peter Lindegaard Thomas Hvalsø Hansen Pernille Sandberg Bech Lars Brondt
Peter Lindegaard is the chairman of the board Thomas Hvalsø Hansen is the deputy Pernille Sandberg Bech is the CEO and Lars is a qualified lawyer and has 18+
of directors of ROOF Management. chairman of ROOF Management’s board of promoter of Goodtalks CCW A/S. She has a years of experience in properties and
Peter is the Chief Investment Officer of directors. Thomas was previously the COO of background as the CHRO of Aleris-Hamlet construction law. He has a background as
Industriens Pension Service A/S and has for European Energy A/S which develops, Hospitaler A/S and the Head of HR & Commercial Director of EjendomDanmark
many years worked in various executive Communications of Falck Assistance A/S.
erects and operates wind and solar farms, and Commercial Director of Newsec
positions within investment in both Nordea Pernille is a well-respected HR profile who is
as well as the CEO of GW Energi A/S. Property Asset Management Denmark A/S
(Nordea Danmark, Branch of Nordea Bank Ab, very visible in the entrepreneurial
Finland) and Danica Pension and a partner of Stronghold Invest AB.
environment and in the media, in particular
Livsforsikringsaktieselskab and has extensive Today, Lars Brondt is the COO of a
on LinkedIn. There she shares out positive
experience in investments, risk management privately owned property group in
posts, motivates people to develop personally
and building up strong portfolios. Hovedstadens Ejendomsadministration
and promotes supportive management in tune
A/S.
with times.
14 / 17HOMETOWN
Examples of funds managed by
ROOF Management:
Hans Knudsens Plads Fuglebakkekollegiet Amager Strandvej 1 Amager Strandvej 2
• 133 student units in the Copenhagen district • 71 student units and 18 joint flats • 32 family homes • 23 flats / urban houses
of Østerbro let to students • The property is fully let. • The property is fully let.
• The property is fully let. • The property is fully let. • ROOF Management manages the property • ROOF Management manages the
• ROOF Management manages the property • ROOF Management manages the property on behalf of a group of investors. property on behalf of a group of
on behalf of a group of investors. on behalf of a group of investors. • Project price approx. DKK 101m investors.
• Project price approx. DKK 257m • Project price approx. DKK 199m • The building is approx. 2,249 sq.m. • Project price approx. DKK 99m
• The building is approx. 4,805 sq.m. • The building is approx. 4,267 sq.m. • The project was acquired and put into use in • The building is approx. 2,333 sq.m.
• The project was acquired and put into use in • The project was acquired and put into use in 2020 • The project was acquired and put into
2020. 2019. use in 2020
15 / 17HOMETOWN
Important information + Risk factors
Important information notice is solely directed at and intended Risk factors External risks:
for qualified investors in the relevant member state • The company is exposed to changes in
This brochure has been prepared by as defined in the Prospectus Regulation. Securities Any decision to invest in new shares market conditions for properties within
Hometown A/S (the “Company”) for information referred to in this brochure are not and of Hometown A/S should be based the company’s investment segments
purposes only and does not constitute a will not be registered in accordance with the U.S. on the prospectus which is available at
prospectus. Any decision to buy or subscribe for Securities Act of 1933 as amended (the “Securities www.hometown.dk. • The company is exposed to falling
securities in the rights issue should be made Act”) and must not be offered for sale or be sold in property prices
independently of this brochure and solely on the the United States absent registration or exempt from Key risks related to the company
basis of the information contained in the prospectus registration under the Securities Act. There is no • The company is exposed to increases in
published on 27 October 2021, as amended or intention to register any securities referred to herein The most material risk factors contained in the construction costs
supplemented. in the United States or to make a public offering of prospectus specific to the company include
the securities in the United States. the following: • The company is exposed to
This brochure is solely targeted at and accidents and incidents which may
intended for Danish residents. This brochure contains forward-looking Internal risk factors: cause damage to the company’s properties
statements that involve risks and uncertainties. • There is a risk that the company may not be able to
This brochure does not constitute a recommend- The forward-looking statements in this brochure implement its investment strategy or not • The company is exposed to new legislation
dation with regard to the securities offered for sale are based on a number of assumptions, be able to do so successfully on mark-to-market principles and amendments
under the prospectus. This brochure does not a large part of which are based on further to legislation governing tenants and landlords
constitute or form part of, and should not assumptions, including, but not limited to, • There is a risk of loss or significant reduction of the
interpreted as, an offer to sell or issue, or an the management’s perception of historical company’s capital resources • Strong interest in property investments may
invitation to buy or subscribe for, securities of the operating results and information in make it difficult for the company to find
company in any jurisdiction – or an inducement to recordings and other data from third parties. • The company is exposed to financial attractive investments
engage in investment activity in any Although the company believes that these risks when raising loans, and the company
jurisdiction. assumptions were reasonable when made, is exposed to the risk of not being able to obtain Key risks relating to the rights issue
they are inherently subject to significant attractive, competitive loan terms
Neither this brochure nor any part or known and unknown risks, uncertainties, The most material risk factors contained in the
copy thereof may be taken or sent to the United contingencies and other important factors which • There is a risk that the company wholly or prospectus specific to the rights issue include
States, Australia, Canada, Japan or distributed are difficult to predict and beyond the partially forfeits the right to use tax losses the following:
directly or indirectly in the United States, Australia, company’s control. Such risks, uncertainties,
Canada or Japan or any other countries outside contingencies and other important • There is a risk that the company may not be able to • The market price of the company’s shares,
Denmark and Norway. Persons receiving factors could cause the company’s actual attract and retain qualified employees, subscription rights and other securities may
this brochure must observe all such restrictions. performance to differ materially from the including as a result of the dependence on fluctuate substantially
Any failure to observe these restrictions may performance expressed or implied in the key staff and manager
constitute a violation of local securities laws. forward-looking statements.
• The liquidity of existing shares may
In any EEA member state other than The information, announcements and forward- be limited, and the company’s shares
Denmark and Norway, which has implemented looking statements contained in this brochure may cease to be admitted for trading
Regulation 2017/1129 as amended apply only as at the date hereof and may be
(the Prospectus Regulation), this changed without further notice. • Shareholders who do not exercise
granted subscription rights will be
diluted
16 / 17HOMETOWN
Terms and conditions
The below is an extract Subscription price Subscription method Remaining shares
of the prospectus, and investors The new shares are offered for sale at a Holders of subscription rights who wish Any new shares not subscribed through
price of DKK 0.75 for each new share of DKK to subscribe for new shares must do so the exercise of subscription rights may be
are encouraged to read the 0.50. through their custodian bank or subscribed for by existing shareholders or
complete terms and conditions other financial intermediary in accordance with qualified investors who have, prior to the
expiry of the subscription period,
of the rights issue contained in Grant of subscription rights the rules of the relevant institution. The final
On 1 November 2021 at 05:59 pm, anyone expressed an interest in subscribing for the
the prospectus published on date and hour within which notice of
remaining shares. In case of over-
registered in VP Securities as a shareholder of subscription for new shares must be given
27 October 2021. Hometown A/S will be granted nine depends on the agreement with and the rules
subscription, the remaining shares will be
subscription rights for each share they hold. allocated in accordance with allocation
and procedures of the relevant custodian bank
keys determined by the company’s board
or other financial intermediary, and the date
Trading in subscription rights of directors.
Prior to the rights issue, Hometown A/S had and hour may be earlier than the final day of
18,657,432 issued shares of DKK 0.50 each, Subscription rights will be traded on Nasdaq the subscription period. When a holder has
Copenhagen in the period from exercised his or her subscription rights, such Prospectus
equivalent to a nominal share capital of DKK
9,328,716. 29 October 2021 9:00 am to 11 exercise cannot be withdrawn or changed. The prospectus is available for download
November 2021 05:00 pm. Holders who from the company’s website:
wish to sell their subscription rights www.hometown.dk
Rights issue and subscription Unexercised subscription rights
Hometown A/S offers to sell up to must notify their custodian bank Any subscription rights which are not
167.916.888 new shares of DKK 0.50 each. In or financial intermediary thereof. exercised within the subscription period will
the rights issue, Hometown A/S’ existing lose their validity and value, and the holder of
shareholders are given pre-emptive rights in Subscription period such subscription rights will not be entitled to
the ratio of nine new shares to one existing The new shares are offered for subscription in compensation. The subscription period ends
share, which means that existing shareholders the period from 2 November 2021 at 9:00 am on 15 November 2021 at 05:00 pm.
are granted nine subscription rights for each to15 November 2021 at 05:00 pm. In this
share they hold, and one subscription right period, the new shares will be allotted
entitles the shareholder to subscribe for one through VP Securities by way of the exercise of
new share. subscription rights against payment of the
subscription price.
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