Share Issue/Capital Change • Aug 23, 2013
Preview not available for this file type.
Download Source FileCOMPANY ANNOUNCEMENT NO 36/2013 – 23 AUGUST 2013
Not for publication or distribution in Australia, Canada, Japan or the USA
This Announcement does not constitute or form part of an offer to sell or
solicitation to purchase securities of Royal Unibrew A/S in the USA, Australia,
Canada or Japan or in any other jurisdiction in which such offer or
solicitation would be illegal. Royal Unibrew A/S’ securities are not and will
not be registered under the U.S. Securities Act of 1933 (“the Securities Act”)
and may not be offered or sold in the USA absent registration, an exemption
from or a transaction not subject to the registration requirements under the
Securities Act.
Royal Unibrew increases its share capital through a directed issue and sells
treasury shares
With reference to Company Announcement No 33/2013 of 11 July 2013, the Board of
Directors of Royal Unibrew A/S has today, in accordance with Article 7(2) of
the Company’s Articles of Association, increased its share capital by 9.995% of
the existing share capital (corresponding to 9.09% of the share capital after
the capital increase) at market price in an issue directed to Hartwall Capital
Oy Ab’s wholly-owned subsidiary HC 7 Holding Oy Ab (”Hartwall Capital”) without
any pre-emption rights for the Company’s existing shareholders. The new shares
will carry the same rights as the existing shares.
The 1,008,500 new Royal Unibrew A/S shares of a nominal value of DKK 10 each
have been subscribed for at a price of DKK 557.36 per share. The subscription
price corresponds to market price calculated as the average market price of
Royal Unibrew A/S’ shares over a period of 15 business days before (and
excluding) today’s date.
Moreover, Royal Unibrew A/S has today sold 37,500 treasury shares to Hartwall
Capital at the calculated market price, see above.
Royal Unibrew applies the proceeds from the capital increase and the sale of
treasury shares to complete the acquisition of Oy Hartwall Ab
The background for the decision to complete the directed issue and to sell
37,500 of the Company’s treasury shares to Hartwall Capital is that the
conditions for Royal Unibrew A/S’ acquisition of the Finnish brewery Oy
Hartwall Ab have been met, and that the acquisition is expected to be completed
today (see Company Announcement No 35/2013 of 19 August 2013). The proceeds
from the capital increase and the sale of treasury shares totalling DKK 583
million will be applied towards partial funding of the acquisition of the
Finnish brewery as previously announced (see Company Announcement No 33/2013 of
11 July 2013).
Issue and registration of the new shares
The subscription price for the new shares has been paid today, and the new
shares have been registered with the Danish Business Authority, after which the
total number of Royal Unibrew A/S shares aggregates 11,098,500 shares of a
nominal value of DKK 10 each corresponding to a nominal share capital of DKK
110,985,000 (before the capital increase 10,090,000 shares and a nominal share
capital of DKK 100,900,000).
Admission for trading and official listing of the new shares
The new shares are expected to be registered with VP Securities and to be
admitted for trading and official listing on NASDAQ OMX Copenhagen under the
ISIN code for Royal Unibrew’s existing shares (ISIN code DK 0010242999) on 27
August 2013.
Outlook
The acquisition of Oy Hartwall Ab and the impact of the capital increase on
assets and liabilities in Royal Unibrew A/S’ Consolidated Financial Statements
and on the expected net revenue, EBITDA and EBIT for 2013 will be announced in
connection with the publication of Royal Unibrew A/S’ Interim Report for the
period 1 January – 30 June 2013 on 28 August 2013.
Yours sincerely
Royal Unibrew A/S
Henrik Brandt
CEO
Please direct any inquiries regarding this Announcement to:
Henrik Brandt, CEO, tel (+45) 56 77 15 13
Lars Jensen, CFO, tel (+45) 56 77 15 05
www.royalunibrew.com
The Announcement has been prepared in Danish and English. In case of
discrepancy, the Danish version shall prevail
Building tools?
Free accounts include 100 API calls/year for testing.
Have a question? We'll get back to you promptly.