Not for release, publication or distribution in the United States, Canada, Australia or Japan.
The subscription period in the rights offering and the employee offering at SpareBank 1 SMN closed on Monday 26 March 2012 at 1730 hours (CET).
By the expiry of the subscription period, SpareBank 1 SMN had received subscriptions for a total of 44,227,029 new equity capital certificates in the rights offering. 28,477,170 equity capital certificates were offered, and the rights offering was consequently oversubscribed by 55.3 per cent.
27,671,952 equity capital certificates, representing 97.2 per cent of the new equity capital certificates in the rights offering, were subscribed for by the exercise of subscription rights. 805,218 equity capital certificates, or 2.8 per cent, were subscribed for through over-subscription.
In the employee offering, SpareBank 1 SMN received subscriptions for a total of 811,010 new equity capital certificates distributed on 382 employees.
The CEO and the Chairman of the Board of Directors of SpareBank 1 SMN have today approved the final allocation of equity capital certificates in the offering. The allocation has been carried out in conformity with the allocation criteria set forth in the prospectus dated 8 March 2012. No allocation has been made to subscribers without subscription rights.
Notifications of allocated new equity certificates and the corresponding subscription amount to be paid by each subscriber will be distributed in a letter today. The subscription amounts fall due for payment on 3 April 2012; see payment procedures described in the prospectus.
The new equity capital certificates may not be transferred or traded until they have been paid for in full and the increase of capital in the rights offering and the employee offering has been registered with the Register of Business Enterprises. Registration is expected to take place on 11 April 2012.
The new equity capital certificates will be transferred to the VPS accounts of each individual subscriber on or about 11 April 2012, and is expected to be quoted on the Oslo Stock Exchange on 12 April 2012.
After the rights offering, the employee offering and transfer from the Savings Bank's nominal equity certificate capital to the surplus fund is registered with the Register of Business Enterprises, the equity certificate capital of the Savings Bank will be NOK 2,484,369,320 distributed on 124,218,466 equity capital certificates, each with a nominal value of NOK 20.
Following the Rights Offering SpareBank 1 SMN will receive gross proceeds of NOK 740,406,420 before transaction costs. SpareBank 1 SMN will receive gross proceeds of NOK 21,086,260 from the Employee Offering.
SpareBank 1 Markets AS acted as Global Coordinator and Bookrunner, and SpareBank 1 SMN Markets and Swedbank First Securities acted as Joint Lead Managers for the rights offering.
The changes to the Articles of Association related to the capital increase and the transfer from the nominal equity certificate capital to the surplus fund is subject to approval from the Norwegian Financial Supervisory Authority. Such approval is expected to be issued on or about 10 April 2012.
Trondheim, 30 March 2012
Contact persons at SpareBank 1 SMN:
CFO Kjell Fordal; mob +47 905 41 672
Head of Corporate Communications Hans Tronstad; mob + 47 941 78 322
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Disclaimer
This document does not constitute an offer to sell or the solicitation of an offer to buy the securities of SpareBank 1 SMN (the "Securities") in the United States or in any other jurisdiction outside Norway. The Securities may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended. The issuer of the Securities has not registered, and does not intend to register, any portion of the Offering in the United States or in any other jurisdiction outside of Norway, and does not intend to conduct a public offering of the Securities in the United States or in any other jurisdiction outside Norway. Copies of this document are not being made and may not be distributed or sent into the United States, Canada, Australia or Japan.
Forward looking statements
This document includes "forward-looking statements" that involve risks, uncertainties and other factors, many of which are outside of our control that could cause actual results to differ materially from the results discussed in the forward-looking statements. Forward-looking statements include statements concerning our plans, objectives, goals, future events, performance and/or other information that is not historical information. We undertake no obligation to publicly update or revise forward-looking statements to reflect subsequent events or circumstances after the date made, except as required by law.
This information is subject of the disclosure requirements acc. to §5-12 vphl (Norwegian Securities Trading Act)