Guaranteed new share issue with preferential rights
• A new share issue of 1,511 MSEK with preferential rights for the shareholders of Meda
• Each shareholder is offered to subscribe for one (1) new share for every six (6) shares held at the record date
• The subscription price is 35 SEK per share
• Term of subscription runs between November 10 and November 24, 2008
• The share issue is guaranteed in full through a subscription undertaking issued by Stena Sessan Rederi AB and Stena Jutlandica AB and through a guarantee commitment issued by Stena AB (publ).
Background and rationale
With reference to Meda’s acquisition of Valeant Pharmaceuticals International’s pharmaceutical business in Western and Eastern Europe, the acquisition of a product portfolio from Roche and in order to establish preparedness for further business opportunities, the board of directors of the company has decided, subject to the approval of the extraordinary general meeting, upon a new issue of shares with preferential rights for Meda’s shareholders. The share issue will generate 1,511 MSEK to the company (prior to transaction costs).
Share Issue Terms
The board of directors of Meda has decided to, subject to the approval of the extra general meeting on October 31, 2008, implement a share issue with preferential rights for the shareholders. The share issue will comprise a total of a maximum of 43 177 580 shares. Six (6) existing shares at the record date entitles to subscription of one (1) new share. Shares that have not been subscribed pursuant to preferential rights will be offered to shareholders who applied to subscribe for shares without preferential right. The subscription price shall be 35.00 SEK per share. The subscription period runs between November 10 to November 24, 2008. The share issue will, upon full subscription, lead to an increase in the share capital of Meda to 302 243 065 SEK. Meda will after the issue of shares have a maximum of 302 243 065 shares.
Guarantee Commitment and Subscription Undertaking
The largest shareholder in Meda, Stena Sessan Rederi AB, who together with a subsidiary represents 25.9 percent of the shares and votes in the Company, has declared its support for the decision made by the board of directors and have undertaken to vote in favour of the approval of the decision at the extraordinary general meeting and in addition thereto to subscribe for, or see to the subscription of, its entire preferential right in the share issue. Further, Stena AB (publ) has, to the above stated subscription price, undertaken to finally subscribe for shares that have not been subscribed and paid for by the shareholders. The guarantee is issued on customary terms.
Preliminary timetable for the share issue
Extra general meeting of the shareholders
October 31, 2008
The share is traded with right to participate in the new issue of shares
October 31, 2008
The share is traded without right to participate in the new issue of shares
November 3, 2008
The record date for participating in the issue of shares, i.e. the shareholders that are registered as shareholders in the share register of Meda at that day will obtain subscription rights in order to participate in the new issue of shares.
November 5, 2008
The prospectus will be made public
Approx. November 5, 2008
Trade with subscription rights
November 10 – November 19, 2008
Trade with paid and subscribed shares
November 10, 2008 - until the issue of shares has been registered with the Swedish Companies Registration Office
Subscription period for the new shares
November 10 – November 24, 2008
For additional information, Meda is referring to the prospectus which will be prepared for the share issue.
Danske Markets is the financial advisor of Meda in connection with the issue of shares.
For more information, please contact:
Anders Larnholt, Vice President Investor Relations, tel. +46 709 458 878