EDB ErgoGroup sets size of fully underwritten rights issue and calls for EGM
(Thomson Reuters ONE) -
NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION, IN WHOLE
OR IN PART DIRECTLY OR INDIRECTLY, IN THE UNITED STATES, AUSTRALIA, CANADA OR
JAPAN
(Oslo, 29 October 2010) The Board of Directors of EDB ErgoGroup ASA ("EDB
ErgoGroup") has proposed to conduct a rights issue of approximately NOK 900
million to be resolved in an extraordinary general meeting to be held on 19
November 2010 ("EGM"). Reference is made to the merger plan dated 6 June 2010,
and the presentation of the results for the third quarter 2010 on 19 October
2010.
The amount of NOK 900 million has been set based on a thorough analysis of
capital needs and financing structure going forward. The rights issue has been
scaled to provide the company with financial flexibility to fulfil the company's
commitments and realization of the communicated strategy.
The rights issue is, subject to certain conditions, fully underwritten. EDB
ErgoGroup's main shareholders, Posten and Telenor, are supportive of the rights
issue. Posten has pre-committed to achieve an ownership of 40.0% post the rights
issue, and Telenor has pre-committed to subscribe for its pro-rata share (27.2%)
of the rights issue. The remaining share of the rights issue is underwritten by
a bank syndicate consisting of DnB NOR Markets, a part of DnB NOR Bank ASA,
Skandinaviska Enskilda Banken AB (publ), Nordea Bank Norge ASA and Handelsbanken
Capital Markets, a part of Svenska Handelsbanken AB (publ). DnB NOR Markets and
SEB Enskilda have been retained as Joint Global Coordinators and Joint
Bookrunners, while Nordea Markets and Handelsbanken Capital Markets will act as
Co-Managers.
The terms of the rights issue, including the subscription price and the number
of shares to be issued, will be announced shortly prior to the EGM.
According to the current timetable, and subject to approval by the EGM, EDB
ErgoGroup's shares are expected to be traded exclusive of subscription rights
from and including 22 November 2010. The subscription period for the rights
issue is expected to commence on or about 25 November 2010 and end on or about
9 December 2010. EDB ErgoGroup will apply for listing of freely tradable
subscription rights on the Oslo Stock Exchange.
EDB ErgoGroup will prepare and publish a prospectus for the rights issue, which
will be subject to approval by the prospectus authority prior to publication.
All dates and other figures with respect to the rights issue included herein
remain tentative and subject to change. Any changes will be announced at the EGM
or through stock exchange announcements.
The full notice of the extraordinary general meeting is attached.
Any enquiries may be addressed to:
Terje Mjøs, CEO. Tel: + 47 23 14 54 96
Jon A. Elde, CFO. Tel: + 47 932 01 690
Geir Remman, SVP, Corporate Communications. Tel: + 47 970 55 017
About EDB ErgoGroup
EDB ErgoGroup ASA is one of the leading Nordic IT companies, with some 10,000
employees and annual turnover approaching NOK 13 billion. The company is listed
on the Oslo Stock Exchange and operates from headquarters in Oslo with major
activities in both the Norwegian and Swedish markets. In all, the company
operates from 135 offices in 16 countries around the world.
Important information
This announcement is not an offer for sale of securities in the United States.
The securities referred to herein have not been registered under the U.S.
Securities Act of 1933, as amended (the "U.S. Securities Act"), and may not be
sold in the United States absent registration or pursuant to an exemption from
registration under the U.S. Securities Act. EDB Ergogroup ASA does not intend to
register any portion of the offering of the securities in the United States or
to conduct a public offering of the securities in the United States. Any
offering of securities will be made by means of a prospectus that may be
obtained from EDB Ergogroup ASA and that will contain detailed information about
the company and management, as well as financial statements. Copies of this
announcement are not being made and may not be distributed or sent into the
United States.
This communication is directed only at persons who (i) are outside of the United
Kingdom or (ii) have professional experience in matters relating to investments
or (iii) are persons falling within Article 49(2)(a) to (d) ("high net worth
companies, unincorporated associations etc") of The Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005 (all such persons together
being referred to as "relevant persons"). This communication must not be acted
on or relied on by persons who are not relevant persons. Any investment activity
to which this communication relates is available only to relevant persons and
will be engaged in only with relevant persons.
This information is subject of the disclosure requirements acc. to §5-12 vphl
(Norwegian Securities Trading Act)
The full notice of the extraordinary general meeting is attached
[HUG#1457130]
Notice Extraordinary General meeting:
http://hugin.info/194/R/1457130/396930.pdf
This announcement is distributed by Thomson Reuters on behalf of
Thomson Reuters clients. The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and
other applicable laws; and
(ii) they are solely responsible for the content, accuracy and
originality of the information contained therein.
Source: EDB ErgoGroup ASA via Thomson Reuters ONE
Unternehmensinformation / Kurzprofil:
Datum: 29.10.2010 - 14:27 Uhr
Sprache: Deutsch
News-ID 48223
Anzahl Zeichen: 6214
contact information:
Town:
Oslo
Kategorie:
Business News
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"EDB ErgoGroup sets size of fully underwritten rights issue and calls for EGM"
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