Delta Lloyd to launch equity offering
(Thomson Reuters ONE) -
NOT FOR PUBLICATION OR DISTRIBUTION IN THE UNITED STATES, CANADA, JAPAN OR
AUSTRALIA
Delta Lloyd NV announces the offering of 19.9 million new ordinary shares via an
accelerated bookbuild transaction, which will be launched immediately. In line
with Delta Lloyd's approach to prudent capital management, Delta Lloyd intends
to use the proceeds of the transaction to further reinforce its solvency
position in light of the various uncertainties still associated with Solvency
II. The issued ordinary shares will be eligible for the 2014 final dividend.
Executive Board chairman Hans van der Noordaa: "Prudent capital and return
management is a key priority for Delta Lloyd, as we have iterated in our 2014
full year results and our dialogues with investors and analysts that followed.
We are continuously investigating ways to optimise our capital structure and
strengthen our balance sheet, through our product mix, earnings, asset
optimisation and capital market transactions, such as a longevity swap. Today's
capital increase in combination with a longevity swap will bring our economic
capital ratio (internal model based on FY 2014 methodology and assumptions) in
the upper half of our communicated appetite range (140-180%). This prudent
approach should provide us with additional flexibility in continuing to capture
market opportunities for profitable growth. We remain committed to our dividend
policy."
Transaction
The book for the offering will open with immediate effect and closing of the
book is expected tomorrow before NYSE Euronext Amsterdam and NYSE Euronext
Brussels markets open, subject to possible acceleration. Settlement of the
offering and admittance of the ordinary shares to listing and trading on NYSE
Euronext Amsterdam and Brussels is expected to take place on 19 March 2015. For
the purpose of the transaction, Delta Lloyd will use the authorisation of the
annual shareholders' meeting permitting the issue of new ordinary shares
representing up to 10% of the issued share capital.
Morgan Stanley is acting as Sole Global Coordinator and Joint Bookrunner for the
offering and ABN AMRO Bank is acting as Joint Bookrunner for the offering. Delta
Lloyd has agreed not to undertake a further issue or sale of ordinary shares or
securities convertible into ordinary shares for a period of 90 days following
settlement of the offering, subject to customary exceptions, save with the prior
written consent of the Sole Global Coordinator.
This announcement is made pursuant to Section 5:25i paragraph 2 of the Dutch
Financial Supervision Act.
This announcement does not constitute a prospectus or an offer or invitation to
purchase securities.
This announcement is only addressed to, and directed at, persons in member
states of the European Economic Area ("EEA") who are "qualified investors"
within the meaning of Article 2(1)(e) of the Prospectus Directive (Directive
2003/71/EC) as amended, including by the 2010 PD Amending Directive (Directive
2010/73/EU), as and to the extent implemented in the relevant EEA member state,
and any relevant implementing measure in the relevant member state.
In addition, in the United Kingdom, this announcement is not being distributed
by, nor has it been approved for the purposes of 21 of the Financial Services
and Markets Act 2000 ("FSMA") by a person authorised under FSMA and is directed
only at, persons (i) who are persons having professional experience in matters
relating to investments who fall within the definition of "investment
professionals" in Article 19(5) of The Financial Services and Markets Act 2000
(Financial Promotion) Order 2005, as amended (the "Order"), or (ii) persons who
are high net worth entities falling within Article 49(2) of the Order, and other
persons to whom it may lawfully be communicated ("relevant persons"). Under no
circumstances should persons who are not relevant persons rely or act upon the
contents of this announcement. Any investment or investment activity to which
this announcement relates in the United Kingdom is available only to, and will
be engaged only with, relevant persons.
These materials are not an offer of securities for sale into the United States.
The securities to which these materials relate have not been registered under
the US Securities Act of 1933, as amended (the "Securities Act"), and may not be
offered or sold in the United States absent registration or an exemption from,
or in a transaction not subject to, registration under the Securities Act,
including pursuant to the private offering exemption provided by Section
4(a)(2) of the Securities Act and outside the United States in reliance on
Regulation S under the Securities Act. There will be no public offering of the
securities in the United States.
The Offering and the distribution of this announcement and other information in
connection with the Offering in certain jurisdictions may be restricted by law
and persons into whose possession any document or other information referred to
herein comes should inform themselves about and observe any such restriction.
Any failure to comply with these restrictions may constitute a violation of the
securities laws of any such jurisdiction. The price and value of the Delta Lloyd
shares may go up as well as down. Persons needing advice should contact a
professional adviser. Past performance cannot be relied upon as a guide to
future performance.
ABN AMRO Bank N.V., acting through its Corporate Finance and Capital Markets
department ("ABN AMRO"), which is authorised and regulated by the Financial
Services Authority, is acting for Delta Lloyd and for no one else in connection
with the Offering and will not be responsible to anyone other than Delta Lloyd
for providing the protections afforded to customers of ABN AMRO or for affording
advice in relation to the Offering, the contents of this announcement or any
transaction, arrangement or other matter referred to in this announcement. ABN
AMRO may participate in the Offering on a proprietary basis.
Morgan Stanley & Co. International plc ("Morgan Stanley"), which is authorised
by the Prudential Regulation Authority and authorised and regulated by the
Financial Conduct Authority, is acting for Delta Lloyd and for no one else in
connection with the Offering and will not be responsible to anyone other than
Delta Lloyd for providing the protections afforded to customers of Morgan
Stanley or for affording advice in relation to the Offering, the contents of
this announcement or any transaction, arrangement or other matter referred to in
this announcement. Morgan Stanley may participate in the Offering on a
proprietary basis.
This announcement has been issued by and is the sole responsibility of Delta
Lloyd. Apart from the responsibilities and liabilities, if any, that may be
imposed on ABN AMRO and Morgan Stanley by FSMA, ABN AMRO and Morgan Stanley does
not accept any responsibility whatsoever and makes no representation or
warranty, express or implied, for the contents of this announcement, including
its accuracy, completeness or verification or for any other statement made or
purported to be made by Delta Lloyd, or on Delta Lloyd's behalf, or by ABN AMRO
or Morgan Stanley, or on ABN AMRO's or Morgan Stanley's behalf, in connection
with Delta Lloyd or the Offering, and nothing in this announcement is or shall
be relied upon as a promise or representation in this respect, whether as to the
past or future. ABN AMRO and Morgan Stanley accordingly disclaims to the fullest
extent permitted by law all and any responsibility and liability, whether
arising in tort, contract or otherwise, which they might otherwise have in
respect of this document and any such statement.
Full press release:
http://hugin.info/142905/R/1903891/677173.pdf
This announcement is distributed by GlobeNewswire on behalf of
GlobeNewswire 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: Delta Lloyd via GlobeNewswire
[HUG#1903891]
Unternehmensinformation / Kurzprofil:
Datum: 16.03.2015 - 17:46 Uhr
Sprache: Deutsch
News-ID 378817
Anzahl Zeichen: 9150
contact information:
Town:
Amsterdam
Kategorie:
Business News
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