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Adevinta — Capital/Financing Update 2019
Oct 29, 2019
3520_rns_2019-10-29_fdcc1d26-479d-45af-a87e-1f1e590638c2.html
Capital/Financing Update
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Adevinta ASA (ADE) - Commencement of subscription period for the rights issue
Adevinta ASA (ADE) - Commencement of subscription period for the rights issue
Oslo, 29 October 2019
Further to the stock exchange announcement on 24 October 2019, Adevinta ASA
("Adevinta" or the "Company") will carry out the share issue at par value
reserved for the holders of A shares as of 24 October 2019 (the "Rights Issue").
The subscription period will commence today.
Allocation of subscription rights:
* Each holder of A shares in the Company as of 24 October 2019, as registered
in the Norwegian Central Securities Depository (the "VPS) on 28 October
2019 (the "Record Date") (the "Eligible Shareholders", have been granted
subscription rights (the "Subscription Rights"). The Subscription Rights
gives a right to subscribe for new shares in the Company at par value (NOK
0.20).
* Each Eligible Shareholder have been granted one (1) Subscription Right for
every A share registered as held in the Company on the Record Date. The
Subscription Rights gives the right to subscribe for, and be allocated, one
(1) new share in Adevinta for every 81 Subscription Rights held at the end
of the subscription period. Over-subscription and subscription without
Subscription Rights will not be permitted.
* The grant or acquisition of Subscription Rights and subscription of New
Shares by persons resident in, or who are citizens of countries other than
Norway, may be affected by the laws of the relevant jurisdiction.
The subscription period for the Rights Issue will commence today at 09:00 hours
(CET) on 29 October 2019 to 16:30 hours (CET) on 12 November 2019.
Trading in the Subscription Rights:
The Subscription Rights will be listed and tradable on the Oslo Stock Exchange
from 29 October 2019 to 16:30 hours (CET) on 8 November 2019 under the ticker
code "ADE T". The Subscription Rights will thus only be tradable during parts of
the subscription Period.
Subscription Rights that are not used to subscribe for New Shares before the
expiry of the Subscription Period or sold before 16:30 hours (CET) on 8 November
2019 will automatically lapse.
Underwriting:
Skandinaviska Enskilda Banken AB (publ), Oslo branch ("SEB") has committed to
subscribe for any New Shares that have not been subscribed for during the
Subscription Period for an aggregate amount of up to NOK 760,122.60. SEB will
sell the New Shares allocated to it in the market, and the net proceeds of such
sale will be distributed to holders of Subscription Rights who have not
exercised their rights during the Subscription Period. No payments will be made
to shareholders for amounts below NOK 50.
The Subscription Rights will have economic value if the Company's shares trade
above the subscription price for the New Shares (NOK 0.20) during the
Subscription Period. Eligible Shareholders who do not use their Subscription
Rights will experience a dilution of their shareholding in the Company, but may
receive monetary compensation through the Underwriting.
The subscription price is NOK 0.20 for each New Share.
Subscription Document:
The subscription procedures for the Rights Issue, and the subscription form, are
detailed in the attached subscription document for the Rights Issue
("Subscription Document"). Hard copies of the Subscription Document have also
been sent to all Eligible Shareholders with known addresses.
Listing and commencement of trading in the New Shares:
Subject to timely payment of the entire subscription amount in the Rights issue,
the Company expects that the share capital increase pertaining to the Rights
Issue will be registered with the Norwegian Register of Business Enterprises on
or about 22 November 2019 and that the New Shares will be delivered to the VPS
accounts of the subscribers to whom they are allocated on or about the same day.
The New Shares are expected to be tradable on the Oslo Stock Exchange from and
including 25 November 2019.
This information is subject to the disclosure requirements pursuant to Section
5-12 of the Norwegian Securities Trading Act.
About Adevinta ASA:
Adevinta ASA is the biggest marketplace specialist in Europe. We help our local
digital marketplaces thrive through global connections and networks of
knowledge. Our marketplaces unlock the full value in every person, place and
thing - helping local communities prosper and leaving a positive footprint on
the world.
For more information on Adevinta ASA please visit:
www.adevinta.com/ (http://www.adevinta.com/)
For further information, please contact:
Jo Christian Steigedal
Investor Relations
E-mail: [email protected]
IMPORTANT NOTICE TO U.S. SHAREHOLDERS
The share collapse and rights issue described in this document involve
securities of a foreign company. The share collapse and rights issue are subject
to disclosure requirements of a foreign country that are different from those of
the United States.
It may be difficult for you to enforce your rights and any claim you may have
arising under the federal securities laws, since the Company is located in a
foreign country, and some or all of its officers and directors may be residents
of a foreign country. You may not be able to sue a foreign company or its
officers or directors in a foreign court for violations of the U.S. securities
laws. It may be difficult to compel a foreign company and its affiliates to
subject themselves to a U.S. court's judgment.