A pension fund and a major private equity firm are aiming to cash in portions of their stake worth up to $990m through the New York initial public offering of cruise operator Viking Holdings.
The sales by the funds will still leave Norwegian billionaire Torstein Hagen in unrivalled control of Viking as he takes the company private in a deal that could be worth a total of $1.27bn.
Documents filed with the IPO, which launched on Monday, show that Canadian pension manager CPP Investments and a fund backed by Texas private equity giant TPG are looking to sell 33m shares in the offering.
At the price range of $21 to $25 per share, the IPO could bring the funds a total of $693m to $825m in gross sale proceeds.
Adding to the pot, underwriters have options to buy an extra 6.6m shares from the two funds, which could lift their total proceeds by $139m to $165m, depending on the ultimate IPO price.
Viking, which operates a fleet of 92 river and ocean cruise ships, will sell a total of 44m shares in the IPO in New York. That values the total transaction at $1.1bn, or $1.27bn if underwriters exercise their 30-day options, if it sells at the top of the price range.
A prospectus filed with the US Securities & Exchange Commission shows that after the IPO Hagen’s Viking Capital and Pallice Global will control 52.2% of the cruise company’s outstanding shares, although that percentage will shrink if underwriters exercise options to buy more shares. They currently hold a 53.6% stake.
Because Hagen controls what Viking describes as special shares, the Norwegian businessman has outsize power over Viking, and the IPO will see his control of the voting power dip from 87.5% to 86.9%.
CPP Investments and the TPG VII Valhalla Holdings fund each control 92.1m Viking shares, giving them each 21.9% of the company’s stock but only 5.9% of the voting power.
That will shrink to 75.4m shares each after the IPO, which amounts to 17.2% of Viking’s equity for each company. CPP and TPG will each have 4.8% of the voting power.
CPP and TPG came into Viking’s shareholder ranks in 2016, when they each purchased half of $500m worth of preference shares sold by the cruise company, and both funds continued to buy shares in private deals through to February 2021.
| Shareholder | Shares | Percentage of outstanding shares | Voting power | Shares | Percentage of outstanding shares | Voting power |
| Torstein Hagen | 225m | 53.6% | 87.5% | 225m | 52.20% | 86.9% |
| CPP Investments | 92.1m | 21.9% | 5.9% | 75.5m | 17.50% | 4.8% |
| TPG | 92.1m | 21.9% | 5.9% | 75.5m | 17.50% | 4.8% |
CPP is formally the Canada Pension Plan Investment Board, which was set up by Ottawa but is independently managed.
TPG is a Fort Worth-based private equity firm led by Jon Winkelried that has some $222bn in assets under management
Its 2016 entry into the Viking Cruise shareholder rolls came as it was selling down holdings in Norwegian Cruise Line.
Meanwhile, Viking hopes to raise about $235m in net proceeds from the sale of 11m shares through the IPO, in a bid to pay tax withholding and satisfy so-called restricted stock units, which are a form of stock-based payment for employees.
Viking, which had $4.7bn in revenue in 2023, will trade on the New York Stock Exchange under ticker VIK.
The company has already lined up one buyer of the IPO shares. Norges Bank Investment Management, in the role of cornerstone investor, has indicated that it wants to buy $100m of Viking stock.
Investment banks involved in the deal are Bank of America’s BofA Securities, JP Morgan, UBS Investment Bank, Wells Fargo Securities, HSBC, Morgan Stanley, Rothschild, Stifel, Drexel Hamilton, Loop Capital Markets and R Seelaus.
