SpareBank 1 SR-Bank ASA : Approved prospectus and commencement of subscription period
The Financial Supervisory Authority of Norway has on 10 May 2012 approved the prospectus in connection with the following issues in SpareBank 1 SR-Bank:
Public rights issue with subscription offer of 55,555,555 new shares at a subscription price of NOK 27 per share
Employee issue with subscription offer of up to 4,814,814 new shares at a subscription price of NOK 27 per share
In a letter of the same date, the Financial Supervisory Authority of Norway has stated that it approves the issues. The Financial Supervisory Authority will deal with the amendments to the articles of association resulting from the issue when the authority has received confirmation from the auditors that the capital has been paid in.
Shareholders as of the end of 14 May 2012, who are registered as such in the bank's shareholder register in VPS as of 14 May 2012, will be allotted 0.27858772 subscription rights per share owned, rounded down the the nearest whole subscription right. One subscription right gives the right to subscribe for and be allotted one new share Oversubscription is permitted. The subscription rights may be freely traded and will be listed on the Oslo Børs for the subscription period. The subscription period starts 18 May and lasts to 1 June 2012 at 5.30 p.m.
Schedule for rights issue:
18 May 9 a.m. to 1 June 5.30 p.m.
Subscription period for new shares
18 May 9 a.m. to 1 June 5.30 p.m.
Period where subscription rights may be traded
Allotment of new shares and distribution of allotment letters
Payment of alloted shares
Approx. 19 June
New certificate of incorporation is available. New shares are issued.
Approx. 20 June
First day of trading for new shares on the Oslo Børs
Full information on the rights issue and employee issue is available in the prospectus, hereunder information on risk factors.
Managers for the issues are SpareBank 1 SR-Markets, SpareBank 1 Markets, Arctic Securities and Pareto Securities.
These materials are not for distribution, directly or indirectly, in or into the United States (including its territories and possessions, any State of the United States and the District of Columbia), Canada, Australia, Japan or Hong
Kong or in other jurisdictions where such distribution is not lawful. These materials do not constitute or form a part of any offer or solicitation topurchase or subscribe for securities in the United States or in any other jurisdiction. The securities mentioned herein have not been, and will not be, registered under the United States Securities Act of 1933 (the "Securities Act"). The securities mentioned herein may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of theSecurities Act. There will be no public offer of securities in the United States.
The contemplated issue of ordinary shares (the "Shares") in SpareBank 1 SR-Bank ASA (the "Rights Issue"), the exercise or sale of subscription rights contemplated to be issued in the Rights Issue (the "Rights") and the subscription or purchase of Shares or Rights are subject to specific legal or regulatory restrictions in certain jurisdictions. SpareBank 1 SR-Bank ASA
assumes no responsibility in the event there is a violation by any person of such restrictions.
This stock exchange release is for information purposes only and has not been approved by any regulatory authority. It is not a prospectus, disclosure document or offering document and does not purport to be complete. Nothing in this stock exchange release should be interpreted as a term or condition of the Rights Issue. Investors should not subscribe for, purchase, otherwise acquire, sell or otherwise dispose of Rights and/or ordinary shares except on the basis of information in the prospectus to be published by SpareBank 1 SR-Bank ASA in due course in connection with the Rights Issue (the "Prospectus") which will
contain further information relating to the company as well as a summary of the risk factors to which any investment is subject. This stock exchange release does not constitute or form part of any offer or invitation to sell or issue, or any solicitation of any offer to acquire any securities offered by any person in any jurisdiction in which such an offer or solicitation is unlawful.
The distribution of this stock exchange release and/or the Prospectus into jurisdictions other than Norway may be restricted by law. Persons into whose possession this stock exchange release comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.
SpareBank 1 SR-Markets, Arctic Securities ASA, Pareto Securities AS and SpareBank 1 Markets are acting for SpareBank 1 SR-Bank ASA and no one else in connection with the Rights Issue and will not be responsible to anyone other than SpareBank 1 SR-Bank ASA for providing the protections afforded to their respective clients or for providing advice in relation to the Rights Issue and/or any other matter referred to in this document.
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 SR-Bank ASA '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 acc. to §5-12 vphl (Norwegian Securities Trading Act)
SpareBank 1 SR-Bank is Norway’s second largest savings bank and operates in the Rogaland, Agder and Hordaland markets. We provide financial products and services, including loans and deposits, mutual funds and asset management, insurance and pension savings, payment and financing services, real estate brokerage and services related to the money and capital market. The head office is in Stavanger.