Share Issue/Capital Change • Apr 26, 2024
Share Issue/Capital Change
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Schibsted ASA (SCHA/SCHB) - Schibsted acquires 9.99% FINN-stake from Polaris Media ASA, further simplifying its company structure
26.4.2024 06:59:22 CEST | Schibsted | Inside information
Schibsted ASA ("Schibsted") today announced that it has signed an agreement (the
"Agreement") to acquire 9.99% of Finn.no AS ("FINN") from Polaris Media ASA
("Polaris" or the "Seller"). Polaris has been a minority owner in FINN since its
incorporation in 2000.
The total transaction value in the Agreement is NOK 2.5 billion on an equity
basis.
Schibsted will settle the transaction by issuance of new Schibsted B-shares to
the Seller.
Kristin Skogen Lund, CEO of Schibsted, comments:
"We are pleased to have reached this agreement with Polaris, ensuring full
ownership and control of FINN. This is another step towards simplifying
Schibsted's structure and unlocking the company's full potential, following the
divestment of our news media operations to the Tinius Trust which was announced
in December last year."
Per Axel Koch, CEO of Polaris Media, comments:
"This brings our initial investment in 2000 of NOK 5 million in FINN to a new
level whereby our shares are exchanged for shares in Schibsted for a total
consideration of NOK 2.5 billion. Schibsted, being a listed company with many of
the same attributes as FINN, enables us to continue our exposure to the sector
at the same time while improving liquidity of our shareholding at a fair price
which solidifies Polaris' financial capability."
The subscription price per new B-share will be equal to the average of the
volume-weighted average price (VWAP) for the existing B-shares traded on the
Oslo Stock Exchange for each trading day (i.e. daily VWAP) in the period from
and including 19 April to and including 3 May 2024, i.e. five trading days prior
to, and five trading days after the signing of the Agreement. Subject to
approval of the proposed dividend for 2023 at Schibsted's Annual General
Meeting, the daily VWAP shall be reduced with NOK 2.00 during the days before
the shares trade ex-dividend on 29 April 2024 as announced on 7 February 2024,
i.e. from and including 19 April to and including 26 April 2024.
The new B-shares will be issued through a separate resolution by the Schibsted
Board (the "Board") after the expiry of the five trading days after signing the
Agreement. The resolution will be made under the authorisation granted by the
Annual General Meeting to the Board to issue B-shares up to 10% of the B-share
capital. As such, the issuance of the new B-shares is subject to the renewal of
the authorisation by the Annual General Meeting scheduled for today, 26 April
As part of the Agreement, the Seller will undertake not to sell or otherwise
transfer (or enter into any agreements similar economic effect) the newly issued
Schibsted B-shares for a period of 90 days after closing of the transaction.
The shares in the Agreement will be acquired from Adresseavisen AS and Polaris
Media Nord-Norge AS, both subsidiaries of Polaris Media.
Advisors
Carnegie AS acts as exclusive financial advisor and Advokatfirmaet Wiersholm AS
acts as legal advisor to Schibsted in connection with the Agreement.
Oslo, 26 April 2024
SCHIBSTED ASA
Disclaimer
This information is considered to include inside information pursuant to the EU
Market Abuse Regulation article 7 and is subject to the disclosure requirements
pursuant to section 5-12 of the Norwegian Securities Trading Act. This stock
exchange announcement was published by Jann-Boje Meinecke, at the date and time
as set out above.
Contacts
Jann-Boje Meinecke
VP, Head of Investor Relations
+47 941 00 835
Daniel Frykholm
VP, Head of Group Communication
+46 70 206 77 86
Øyvind Vormeland Salte
Communication Director, Norway
+47 992 39 021
ATTACHMENTS
Download announcement as PDF.pdf -
https://kommunikasjon.ntb.no/ir-files/17847482/3066/4391/Download%20announcement
%20as%20PDF.pdf
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