Delisting Announcement • Sep 17, 2014
Delisting Announcement
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Entra Eiendom: Entra prepares for listing on Oslo Stock Exchange
The Norwegian Ministry of Trade, Industry and Fisheries intends to launch an
initial public offering of Entra and to apply for a listing on the Oslo Stock
Exchange. Entra is one of Norway's leading property companies.
NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED
STATES, CANADA, AUSTRALIA, THE HONG KONG SPECIAL ADMINISTRATIVE REGION OF THE
PEOPLE'S REPUBLIC OF CHINA, SOUTH AFRICA OR JAPAN OR ANY OTHER JURISDICTION IN
WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. OTHER RESTRICTIONS ARE
APPLICABLE. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THE PRESS RELEASE.
The Norwegian Ministry of Trade, Industry and Fisheries ("NMTIF") hereby
announces the intention to launch an initial public offering ("IPO") of Entra
Holding AS ("Entra") and to apply for a listing on the Oslo Stock Exchange. The
company is to be renamed Entra ASA. The exact timing of the proposed IPO remains
subject to receiving the relevant approvals from Oslo Stock Exchange as well as
prevailing market conditions.
"Entra is a one of Norway's leading and largest real estate companies, and is
operating on a commercial basis in full competition with other real estate
companies in a well-functioning market. I support a diverse ownership of
businesses and the Government will strengthen private ownership. There are no
specific reasons why the state must own Entra, therefore I would like to reduce
the state's ownership," says Monica Mæland, Minister of Trade, Industry and
Fisheries.
The proposed IPO is expected to consist of both an issue of new ordinary shares
for repayment of certain of Entra's then outstanding interest-bearing
instruments, as well as a sale of existing ordinary shares held by NMTIF. The
targeted loan-to-value after completion of the transaction is approximately 50
percent (56 percent per second quarter 2014). The size of the sale of existing
ordinary shares from the Government will be determined at the time of the IPO.
"The IPO marks the start of a new and exciting chapter for Entra, which will lay
a good foundation for further advancement of Entra's position as a leading
Norwegian office real estate company. The company is well prepared and the
listing will help strengthen the company's capabilities to execute its strategy,
which in turn will create value for its shareholders. We look forward to
welcoming new shareholders," says Siri Hatlen, chair of the board of Entra.
"We will continue to build on our platform as one of Norway's leading real
estate companies and the largest in terms of office space. Our aim to provide
modern, flexible and environmentally efficient buildings to our customers
remains unaffected. High perceived customer satisfaction is one of Entra's key
competitive advantages. Through a hands-on and responsible approach, we work
every day to ensure that our customers are satisfied," says Klaus-Anders
Nysteen, CEO of Entra.
Further announcements relating to the proposed IPO will be made in due course.
ABG Sundal Collier, Goldman Sachs International and Swedbank have been appointed
as Joint Global Coordinators and Bookrunners. Danske Bank, Handelsbanken Capital
Markets and Kempen & Co have been retained as Co-Lead Managers.
DNB Markets is acting as financial advisor for the NMTIF.
About Entra
Entra is a leading owner, manager and developer of office properties in Norway.
Entra owns and manages approximately 1.3 million square meters, divided among
107 buildings, primarily located in Oslo and the surrounding region, Bergen,
Stavanger and Trondheim. As of 30 June 2014, the market value of the property
portfolio was approximately NOK 27 billion and the 12 months rolling rent was
approximately NOK 1.7 billion. Entra is owned by the Norwegian state through the
NMTIF.
For further communications, please contact:
For Mæland: Ragnhild H. Simenstad, Communications Adviser, Ministry of Trade,
Industry and
Fisheries, mob. +47 917 17 459, mail: [email protected].
For Nysteen: Ina Helen Østby, Communications Adviser, Entra, mob.
+47 481 54 148, mail: [email protected].
IMPORTANT INFORMATION
United States
These materials may not be published, distributed or transmitted in the United
States, Canada, Australia the Hong Kong Special Administrative Region of the
People's Republic of China, South Africa or Japan. These materials do not
constitute an offer of securities for sale or a solicitation of an offer to
purchase securities (the "Shares") of Entra Holding AS (to be renamed Entra ASA)
(the "Company") in the United States, Norway or any other jurisdiction. The
Shares of the Company 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 "Securities Act"). The Shares of the Company have not
been, and will not be, registered under the Securities Act. Any sale in the
United States of the securities mentioned in this communication will be made
solely to "qualified institutional buyers" as defined in Rule 144A under the
Securities Act.
European Economic Area
Any offering of securities will be made by means of a prospectus to be published
that may be obtained from the issuer or selling security holder, once published,
and that will contain detailed information about the Company and its management,
as well as financial statements.
These materials are an advertisement and not a prospectus for the purposes of
Directive 2003/71/EC, as amended (together with any applicable implementing
measures in any Member State, the "Prospectus Directive"). Investors should not
subscribe for any securities referred to in these materials except on the basis
of information contained in the prospectus.
In any EEA Member State other than Norway (from the time the prospectus has been
approved by the Financial Supervisory Authority of Norway, in its capacity as
the competent authority in Norway, and published in accordance with the
Prospectus Directive as implemented in Norway) that has implemented the
Prospectus Directive, this communication is only addressed to and is only
directed at "qualified investors" in that Member State within the meaning of
Article 2(1)(e) of the Prospectus Directive ("Qualified Investors"), i.e., only
to investors to whom an offer of securities may be made without the requirement
for the Company to publish a prospectus pursuant to Article 3 of the Prospectus
Directive in such EEA Member State.
United Kingdom
In the United Kingdom, these materials are only being distributed to and are
only directed at Qualified Investors who (i) are investment professionals
falling within Article 19(5) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005 (as amended) (the "Order") or (ii) are persons
falling within Article 49(2)(a) to (d) of the Order (high net worth companies,
unincorporated associations, etc.) (all such persons together being referred to
as "Relevant Persons"). These materials are directed only at Relevant Persons
and must not be acted on or relied on by persons who are not Relevant Persons.
Any investment or investment activity to which this document relates is
available only to Relevant Persons and will be engaged in only with Relevant
Persons.
Not for distribution in or into the United States, Canada, Australia, the Hong
Kong Special Administrative Region of the People's Republic of China, South
Africa or Japan.
This information is subject of the disclosure requirements pursuant to section
5-12 of the Norwegian Securities Trading Act.
[HUG#1856448]
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