NONG: Terms of SpareBank 1 Nord-Norge's rights offering
(Thomson Reuters ONE) -
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO
THE UNITED STATES, CANADA, AUSTRALIA, HONG KONG OR JAPAN
The Board of Director's of SpareBank 1 Nord-Norge determined on the 5th of May
2011 the terms of the rights offering of around NOK 450 millions. It was decided
to have a subscription price of NOK 31.50 per equity certificate in the rights
offering. The employee offering will have a subscription price of NOK 28.50 per
equity certificate.
The subscription price per equity certificate in the rights offering will be
27.4 percent lower than the last quoted trading price on 4 May 2011 and 22.5
percent lower than the theoretical ex rights price based on the last quoted
trading price.
Equity certificate holders in NONG as of 5 May 2011, as registered as holders of
equity certificates in the savings bank's register of equity certificate holders
with the VPS as of 10 May 2011, will be allocated subscription rights. The
equity certificates will trade exclusive of the right to receive subscription
rights from and including 6 May 2011. Equity certificate holders in NONG will
receive 3 subscription rights for each 10 existing equity certificate (i.e.
0.30 subscription rights per existing equity certificate, rounded down to the
nearest whole subscription right). One subscription right will entitle the
holder to subscribe for and be allocated one new equity certificate.
The subscription period is expected to commence on 12 May 2011 at 09:00 hours
(CET) and end on 26 May 2010 at 1730 hours (CET)
The Rights Offering
The subscription rights will be tradable and are expected to be listed on Oslo
Børs with ticker "NONG T" from 12 May 2011 including 26 May 2011. Any
subscription rights not used or sold during the subscription period will lapse
and cease to carry any value.
Over-subscription by holders of subscription rights and subscription for shares
without subscription rights will be permitted. Further details of the terms of
the rights offering will be described in the prospectus expected to be published
on or about 11 May 2011.
In connection with the rights offering, underwriting agreements have been
entered into with SpareBank 1 SR-Bank, SpareBank 1 SMN, Sparebanken Hedmark,
Samarbeidende Sparebanker AS and other underwriters amongst the banks larger
existing equity certificate holders.
The gross proceeds of the rights offering will amount to NOK 451.4 million.
SpareBank 1 Nord-Norge issued nominal equity certificate capital will be
increased by NOK 358.2 million following the issue of 14,329,659 new equity
certificated in the rights offering, each with a nominal value of NOK 25.
Employee Offering
Employees of the SpareBank 1 Nord-Norge Group, including Board of Directors of
the bank and regional board members, will be invited to subscribe for a minimum
of NOK 10,000 and maximum NOK 100,000 each in new equity certificates with a
three-year lock-up period. The subscription price in the employee offering will
be NOK 28.50 per equity certificate, as approved by the Supervisory Board of the
bank and in accordance with previous practice. The employee offering will be
executed in parallel with the rights offering.
Through the employee offering, SpareBank 1 Nord-Norge's nominal equity
certificate capital will be increased by up to NOK 80 million through issuing up
to 2.8 million new equity certificates, each with a nominal value of NOK 25.
Previously completed employee offerings have resulted in subscription and
allocation of new equity certificates for a value of around NOK 20 millions.
Following completion of the proposed rights offering and employee offering, the
nominal equity certificate capital of the savings bank will be minimum NOK
1,552.4 million and maximum NOK 1,622.6 million, consisting of minimum
62,095,187 and maximum 64,902,205 equity certificates, each with a nominal value
of NOK 25.
As announced on the 1 March 2011, SpareBank 1 Nord-Norge will subsequently
complete a private placement towards Sparebankstiftelsen SpareBank 1 Nord-Norge
for a gross consideration of NOK 150 million net of the consideration issued in
the employee offering. The private placement towards Sparebankstiftelsen will be
on market terms.
Indicative timetable for the rights offering and employee offering:
First day of listing excluding subscription rights and 6 May 2011
excluding
Subscription rights allocated to the equity 12 May 2011
certificate owner's VPS account
First day of the subscription period 12 May 2011
Last day of the subscription period: 26 May 2011
Allocation and issue of allocation 1 June 2011
Payment by automatic debit of account: 3 June 20
Registration in the Brønnøysund Register Centre: on or about 8 June 2011
Issuance of new equity certificates on or about 8 June 2011
Listing of the new equity certificates on or about 9 June 2011
Any changes to this timetable will be announced through the Oslo Børs
information system. All information related to the rights offering and employee
offering will be made available on www.snn.no.
Arctic Securities, Argo Securities and SpareBank 1 Nord-Norge Markets are acting
as Joint Bookrunners in the rights offering and the employee offering.
Advokatfirmaet BAHR is acting as legal advisor.
Tromsø, 5. May 2011
Contact person at SpareBank 1 Nord-Norge:
CFO Rolf Eigil Bygdnes; mob +47 90 51 97 74
Legal officer Petter Høiseth; mob +47 41 50 50 35
About SpareBank 1 Nord-Norge:
SpareBank 1 Nord-Norge is a leading provider of financial products and services
within the retail banking and corporate banking markets and public sector
throughout the region. The Bank has a total customer base of around 244,000
retail banking customers, around 36,500 corporate customers, including public
sector agencies, clubs and associations, and around 101,000 insurance customers.
The Bank has 74 branch offices in Finnmark, Troms, Nordland and Svalbard. In
September 2010, SpareBank 1 Nord-Norge established banking operations in Russia
through North-West 1 Alliance Bank. SpareBank 1 Nord-Norge holds a 75 per cent
ownership interest in the bank, while the remaining 25 per cent of the shares is
owned by SpareBank 1 Nord-Norge's Russian partner Bank Tavrichesky in St.
Petersburg. The new bank is headquartered in St. Petersburg and has a branch
office in Murmansk.
DISCLAIMER
These written materials are not for distribution in the United States, Canada,
Australia, Hong Kong or Japan. The information contained herein does not
constitute an offer of securities for sale in the United States, Canada,
Australia, Hong Kong or Japan.
The securities may not be offered or sold in the United States unless they are
registered under applicable law or exempt from registration. The Savings Bank
does not intend to register any portion of the offer in the United States or to
conduct a public offer of securities in the United States. No money, securities
or other consideration is being solicited and, if sent in response to the
information contained herein, will not be accepted.
FORWARD LOOKING STATEMENTS
This document and any materials distributed in connection with this document may
contain certain forward-looking statements. By their nature, forward-looking
statements involve risk and uncertainty because they reflect SpareBank 1 Nord-
Norges's current expectations and assumptions as to future events and
circumstances that may not prove accurate. A number of material factors could
cause actual results and developments to differ materially from those expressed
or implied by these forward-looking statements, including the risks and
uncertainties to be set out in the prospectus.
This information is subject of the disclosure requirements pursuant to section
5-12 of the Norwegian Securities Trading Act.
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: SpareBank 1 Nord-Norge via Thomson Reuters ONE
[HUG#1512797]
Unternehmensinformation / Kurzprofil:
Bereitgestellt von Benutzer: hugin
Datum: 05.05.2011 - 11:14 Uhr
Sprache: Deutsch
News-ID 54298
Anzahl Zeichen: 9405
contact information:
Town:
Tromsø
Kategorie:
Business News
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