Schibsted ASA (SCHA/SCHB) - Completion of the demerger of Schibsted ASA; registration of changes in the share capital of Sch...
April 09 2019 - 10:15AM
Oslo, 9 April 2019: Reference is made to the stock
exchange announcements regarding the separation of Schibsted ASA
("Schibsted") and the establishment of Adevinta ASA ("Adevinta") as
a separate listed company comprising Schibsted's classified media
business outside the Nordics (the "Adevinta Business").
As described in the demerger plan and information
brochure of 24 January 2019, the separation of the Adevinta
Business from Schibsted is effected through two demergers: 1) the
demerger of Schibsted and transfer of the remaining 35% of the
Adevinta Business to Adevinta against transfer of consideration
shares to the shareholders of Schibsted as further described below
(the "Schibsted Demerger"); and 2) the demerger of Schibsted
Multimedia AS and transfer of 65% of the Adevinta Business to
Adevinta against transfer of consideration shares to Schibsted (the
"SMM Demerger").
Today, on 9 April 2019, after the close of trading
on the Oslo Stock Exchange, completion of both the Schibsted
Demerger and the SMM Demerger, and the changes in the share capital
of Schibsted and Adevinta, were registered with the Norwegian
Registry of Business Enterprises.
As a result of completion of the Schibsted
Demerger:
Schibsted's share capital was reduced by NOK
28,881,246.548 by reducing the nominal value of the shares to NOK
0.379. Further, Schibsted's share capital was increased by NOK
28,881,246.548 by way of a capitalisation issue in accordance with
the Companies Act ยง 10-20, through increasing the nominal value of
the shares to NOK 0.50.
Consequently, Schibsted's current share capital is
NOK 119,343,994, divided by 238,687,988 shares each with a nominal
value of NOK 0.50, of which 108,003,615 A-shares and 130,684,373
B-shares. The articles of association of Schibsted has been updated
accordingly and are available on Schibsted's website
www.schibsted.no.
Adevinta has issued a total of 238,401,761 new
shares divided into 107,747,388 A-shares and 130,654,373 B-shares
(the "Consideration Shares"), representing approximately 35% of the
issued shares in Adevinta following completion of the two
demergers. The Consideration Shares was issued to the shareholders
of Schibsted registered in Schibsted's shareholders register with
the VPS as at 11 April 2019 (the "Record Date").
Eligible holders of A-shares in Schibsted will
receive one A-share in Adevinta for each A-share registered as held
in Schibsted on the Record Date and eligible holders of B-shares in
Schibsted will receive one B-share in Adevinta for each B-share
registered as held in Schibsted on the Record Date. It is expected
that the Consideration Shares will be delivered and made available
to eligible shareholders on the trading day after the Record Date,
expected to be on or about 12 April 2019.
Further, as a result of the SMM Demerger:
As consideration in the SMM Demerger, Adevinta has
issued to Schibsted a total of 442,746,128 new shares, divided into
200,102,292 A-shares and 242,643,836 B-shares, representing
approximately 65% of the shares in Adevinta following completion of
the two demergers.
Consequently, after completion of the two
demergers, Adevinta's new share capital is NOK 136,229,577.80
divided into 681,147,889 Shares, divided by 307,849,680 A Shares
and 373,298,209 B Shares, each with a nominal value of NOK
0.20.
The articles of association of Adevinta has been
updated accordingly and are available on Adevinta's website
www.adevinta.com.
The A-shares and B-shares in Adevinta will from 10
April 2019 be traded under the tickers "ADEA" and "ADEB",
respectively, on the Oslo Stock Exchange with ISIN NO0010843998 and
ISIN NO0010844038, respectively.
Enquiries
Cassandra Lord, Director of Communications,
Adevinta. Tel: +44 7809 214 347
Jo Christian Steigedal, VP Investor Relations in
Schibsted. Tel: +47 415 08 733
This information is subject to the disclosure
requirements pursuant to section 5-12 of the Norwegian Securities
Trading Act.
This
announcement is distributed by West Corporation on behalf of West
Corporation clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the
information contained therein.
Source: Schibsted via Globenewswire
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