Vor SPC5 has been following Everysport Group's operations for some time, and together with the senior executives' belief in the Company's future, the Consortium has identified that the opportunities facing Everysport Group and its subsidiaries, including Elite Prospects, can be more effectively managed in a private environment. This would allow for a more flexible capital structure, free from the constraints of a public, listed company. Vor SPC5 intends to provide the external capital and resources necessary to invest in the various business areas, supporting a more comprehensive growth plan.
About the offer
On June 17, 2025, Goldcup 37526 AB (under name change to Vorward Partners AB) ("BidCo" or the "Bidder") announced a recommended public takeover offer to the shareholders in Everysport Group AB (publ) ("Everysport Group" or the "Company") to acquire all shares in Everysport Group not already, directly or indirectly, owned or controlled by BidCo or any of its affiliated companies, at a price of SEK 24.00 cash per share (the "Offer"). The Bidder will not increase the price of the Offer. By this statement, BidCo, in accordance with the Takeover Rules for certain trading platforms issued by the Swedish Corporate Governance Board, cannot increase the price of the Offer.
The Bidder is backed by a consortium consisting of Vor Private Opportunities SPC – Segregated Portfolio Five, being a segregated portfolio of Vor Private Opportunities SPC, a segregated portfolio company ("Vor SPC5"), Vor Opportunities Master Fund, Nordic Growth Capital AB, Djäkne Holdings every AB, Andersson Group AB, Hannes Andersson, Johan Ejermark, and Michael Hansen, hereafter collectively referred to as the "Consortium". The members of the Consortium have entered into an agreement to jointly execute the Offer through BidCo.
Everysport Group's independent bid committee unanimously recommends that the shareholders of Everysport Group accept the Offer. The recommendation is also supported by a fairness opinion from Svalner Skatt och Transaktion KB, which considers the Offer to be fair to Everysport Group's shareholders from a financial perspective. The price per share in the Offer represents a premium of:
- approximately 25 per cent compared to the closing share price of SEK 19.20 per share on 16 June 2025, the last trading day before the announcement of the Offer;
- approximately 21.3 per cent compared to the volume weighted average trading price of approximately SEK 19.79 per share during the last 30 trading days prior to the announcement of the Offer; and
- approximately 38.6 per cent compared to the volume weighted average trading price of approximately SEK 17.31 per share during the last 90 trading days prior to the announcement of the Offer.
The Offer values the shares in Everysport Group, based on all 6,256,430 total outstanding shares in Everysport Group, to approximately SEK 150 million. The total value of the Offer, based on all 2,750,794 outstanding shares in Everysport Group which are not directly or indirectly owned or controlled by BidCo or the Consortium or any of its closely related parties or closely related companies, amounts to approximately SEK 66 million.
The completion of the Offer is conditional upon that the Offer is accepted to such an extent that BidCo becomes the owner of more than 90 per cent of the shares in Everysport Group (on a fully diluted basis).
We look forward to working with Hannes Andersson, the broader management team and employees of Everysport Group in the years ahead. We share management’s vision for the development of Elite Prospects and are excited to support the company in the next stage of its journey.
A private markets setting offers the best environment for the company to undergo necessary transformation to unlock the potential of Elite Prospects, enabling the business to grow for many years to come.
– Peter Nichols, Partner of Vor Capital LLP, ultimate investment manager of Vor SPC5:
Over the past years, we’ve transformed Everysport Group into a focused digital sports company with strong positions in data, media, and subscriptions. This next step, together with Vor Capital, allows us to accelerate our long-term strategy, with particular emphasis on Elite Prospects and its international growth potential.
Operating outside the public market gives us greater flexibility to invest, reorganize, and align the team around clear, scalable goals. I look forward to continuing to lead this work as CEO and co-owner.
– Hannes Andersson, part of the Management and member of the board of directors and Chief Executive Officer of Everysport Group.
Irrevocable undertakings from shareholders in Everysport Group
The Bidder has received irrevocable undertakings to accept the Offer from shareholders representing approximately 16.59 per cent of the outstanding shares in Everysport Group. The irrevocable undertakings together with the shares directly and indirectly owned and controlled by the Consortium and its closely related parties, account for approximately 72.59 per cent of the shares and votes in Everysport Group.
How to Accept the Offer
If you are a nominee-registered shareholder, please contact your nominee or the bank where your shares are registered for instructions on how to accept the Offer.
If you are a directly registered shareholder, please refer to the section "Terms and Instructions – Acceptance – Directly Registered Holdings" in the offer document published on June 17, 2025, available on this website under "Documents".
Important Dates
Announcement of the offer document
June 17, 2025
Acceptance period
June 18, 2025 – July 31, 2025
Settlement
August 8, 2025
*Dates are preliminary and may be subject to change. Please note that your bank may set an earlier date as the last day to accept the Offer.
Contact
Administrative questions
For administrative questions regarding the Offer, please primarily contact your bank or nominee where your shares are held.
Other questions regarding the Offer
Hannes Andersson
Tel: 070-736 56 25
E-mail: hannes@anderssongroup.se
Frequently Asked Questions
More information about the Offer and its terms can be found in the press release regarding the announcement of the Offer published on June 17, 2025, available on this website under "Press Releases".
Additional information is also available in the offer document published on June 17, 2025, available on this website under "Documents".
Why are you announcing an offer to acquire Everysport Group?
How much is BidCo offering for each share in Everysport Group?
BidCo is offering SEK 24.00 cash for each share in Everysport Group. See the sections "Offer to Shareholders of Everysport Group AB (publ) - Offer Consideration" or "Terms and Instructions – The Offer" in the offer document.
The price per share in the Offer represents a premium of:
- approximately 25 per cent compared to the closing share price of SEK 19.20 per share on 16 June 2025, the last trading day before the announcement of the Offer;
- approximately 21.3 per cent compared to the volume weighted average trading price of approximately SEK 19.79 per share during the last 30 trading days prior to the announcement of the Offer; and
- approximately 38.6 per cent compared to the volume weighted average trading price of approximately SEK 17.31 per share during the last 90 trading days prior to the announcement of the Offer.
Can the offer price be increased?
BidCo will not increase the price of the Offer. By this statement, BidCo, in accordance with the Takeover Rules for certain trading platforms issued by the Swedish Companies Governance Board, cannot increase the price of the Offer.
What does the board's recommendation entail?
Everysport Group's independent bid committee has evaluated the Offer and unanimously decided to recommend that Everysport Group's shareholders accept the Offer. The recommendation is also supported by a fairness opinion from Svalner Skatt och Transaktion KB, which considers the Offer to be fair to Everysport Group's shareholders from a financial perspective.
Are there any conditions attached to the Offer?
The completion of the Offer is conditional upon that the Offer is accepted to such an extent that BidCo becomes the owner of more than 90 per cent of the shares in Everysport Group (on a fully diluted basis).
BidCo reserves the right to withdraw the Offer if it becomes clear that the above condition has not been satisfied or cannot be satisfied. BidCo reserves the right to complete the Offer at a lower acceptance level.
If BidCo, in connection with the Offer or otherwise, acquires shares representing more than 90 per cent of the total number of outstanding shares in Everysport Group, BidCo intends to commence compulsory redemption proceedings under the Swedish Companies Act (Sw. aktiebolagslagen (2005:551)) to acquire all remaining shares in Everysport Group and to promote delisting of Everysport Group’s shares from Spotlight Stock Market.
What is a NID number and how do I obtain it?
National ID or National Client Identifier (NID number) is a global identification code that individuals need to have to trade securities, such as buying and selling shares or participating in share issues. For Swedish citizens, the NID number is the country code "SE" followed by the personal identification number in twelve digits. At most banks, you can register it yourself via their website/internet bank. If you are a foreign citizen or a citizen of multiple countries, the NID number looks different. In such cases, contact your bank for assistance. Make sure to find out your NID number in good time as the number needs to be stated on the acceptance form.
The acceptance period for the Offer begins on June 18, 2025, and ends on July 31, 2025. If you are a nominee-registered shareholder, please note that your nominee or bank may set an earlier deadline as the last day to accept the Offer. Please contact your nominee or bank to ensure you have all necessary information.
If I accept the Offer, when and how will I receive the consideration?
Payment of consideration in the Offer is expected to commence around August 8, 2025. More information about the payment of the consideration is provided in the offer document available on this website under "Documents".
For tax-related questions, please contact your tax advisor or refer to the section "Important Information on Taxation in Sweden" included in the offer document. The offer document was published on June 17, 2025, and is available on this website under "Documents".
Where can I find the offer document and acceptance form?
The offer document was published on June 17, 2025, and is available on this website under "Documents". The form will be sent to shareholders whose shares in Everysport Group were directly registered with Euroclear on June 17, 2025.
What should I do if I have not received any information from my bank about the Offer?
It is the responsibility of the bank or nominee to inform you about the opportunity to accept the Offer. We recommend contacting the bank or nominee registered as the holder of your shares if you have not received any information.
Where should I turn if I have more questions?
For administrative questions regarding the Offer, please primarily contact your bank or nominee where your shares are held.