Statoil ASA: Share capital increase for issue of dividend shares in connection with payment of dividend for third quarter 2016
(Thomson Reuters ONE) -
NOT FOR RELEASE IN OR INTO CANADA, JAPAN, AUSTRIA, POLAND, ESTONIA, ICELAND OR
ANY OTHER JURISDICTION IN WHICH THE RELEASE WOULD BE UNLAWFUL
Based on the authorisation granted by the annual general meeting 11 May 2016,
the board of directors of Statoil ASA (OSE:STL, NYSE:STO) has on 6 February
2017 resolved to increase the share capital in connection with the payment of
dividend for the third quarter 2016 on the following terms and conditions:
1. The share capital is increased with an amount of minimum NOK 2.50 and
maximum NOK 400,000,000. The new shares shall have a nominal value of NOK
2.50.
2. Subscription price:
a. For shareholders on Oslo Børs (Oslo Stock Exchange) the subscription
price is equal to the volume-weighted average share price on Oslo Børs
of the last two trading days of the subscription period for the dividend
issue, with a deduction for a discount of 5 %.
b. For ADR-holders under the ADR program in the US, the subscription price
is equal to the subscription price for the shareholders on Oslo Børs
converted into USD based on an average of the Central Bank of Norway's
USD exchange rate over the last two trading days of the subscription
period.
3. Only shareholders of Statoil as of the expiry of 17 February 2017 on New
York Stock Exchange and 21 February 2017 for shareholders on Oslo Børs, as
registered in Statoil's shareholder register with the Norwegian Central
Securities Depository (VPS) as of expiry of 23 February 2017, are entitled
to subscribe for shares.
4. The new shares may not be subscribed for by shareholders in jurisdictions in
which an offer to subscribe would be unlawful for the relevant shareholder.
5. Subscription of the new shares shall be carried out in accordance with the
following:
a) Each of these shareholders can choose to receive their dividend wholly
or partially in cash or newly issued shares and therefore are entitled to use in
whole or in part the net dividends that the relevant shareholder is entitled to
for the third quarter of 2016, to subscribe for shares in the company. The
contribution will be settled by way of set-off against the subscribers'
entitlement to net dividend from the company. Dividend in USD which shall be
used as contribution shall be converted into NOK by using the same exchange rate
between USD and NOK as set out under item 2 b) above. All subscriptions will be
rounded down to the nearest whole number of shares. Any part of the net dividend
not used to settle the subscribed shares, shall be paid in cash.
b) The Norwegian State has undertaken to participate in the dividend offer
by using the part of its quarterly dividend to subscribe for the number of
shares that is required to maintain its ownership interest of 67% in Statoil.
6. Each shareholder will be allocated the number of shares equal to the amount
each shareholder has subscribed for during the subscription period, cf.
item 5 above, divided by the subscription price, cf. item 2 above. No
fractional shares will be allocated.
7. The subscription period shall commence at the latest on or about 13 March
2017. The subscription period shall be at least 10 business days for
ordinary shareholders. Subscription of shares shall take place
electronically or on a designated subscription form within the expiry of
the subscription period.
8. ADR-holders under the ADR program in the US may make their election through
Deutsche Bank as the depositary and receiving agent for the ADR program.
9. The new shares give shareholders rights in the company, including the right
to dividends, from the registration of the share capital increase in the
Norwegian Register of Business Enterprises. At the same time, section 3 of
the Articles of Association shall be amended to reflect the new share
capital.
10. The estimated costs for the share capital increase are NOK 5 million.
KPMG has prepared a statement according to the Norwegian Public Limited
Liability Companies Act section 2-6 first and second paragraph, cf. section
10-2 third paragraph.
This information is subject of the disclosure requirements acc. to §5-12 vphl
(Norwegian Securities Trading Act)
This announcement and the information contained herein does not constitute or
form a part of, and should not be construed as, an offer for sale or
subscription for or solicitation or invitation of any offer to subscribe for or
purchase of dividend shares or any other securities of the Company and cannot be
relied on for any investment contract or decision.
It may be unlawful to distribute this announcement in certain jurisdictions.
This announcement is not for distribution in any jurisdiction in which prior
registration or approval is required for that purpose. No steps have been taken
or will be taken in any jurisdiction outside of Norway in which such steps would
be required. No competent authority or any other regulatory body has passed upon
the adequacy of this document or approved or disapproved the distribution of
dividend shares outside of Norway. Any representation to the contrary may be a
criminal offense.
This announcement is distributed by Nasdaq Corporate Solutions on behalf of Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely responsible for the content, accuracy and originality of the information contained therein.
Source: Statoil via GlobeNewswire
Unternehmensinformation / Kurzprofil:
Datum: 07.02.2017 - 07:49 Uhr
Sprache: Deutsch
News-ID 522395
Anzahl Zeichen: 6162
contact information:
Town:
Stavanger
Kategorie:
Business News
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