AI Terminal

MODULE: AI_ANALYST
Interactive Q&A, Risk Assessment, Summarization
MODULE: DATA_EXTRACT
Excel Export, XBRL Parsing, Table Digitization
MODULE: PEER_COMP
Sector Benchmarking, Sentiment Analysis
SYSTEM ACCESS LOCKED
Authenticate / Register Log In

Spar Nord Bank

Share Issue/Capital Change Mar 27, 2012

3385_iss_2012-03-27_648b5789-4c15-47c1-89f4-138733a07475.pdf

Share Issue/Capital Change

Open in Viewer

Opens in native device viewer

To Nasdaq OMX Copenhagen and the press

27 March 2012 Company Announcement no. 11, 2012

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE IS UNLAWFUL.

Spar Nord Bank A/S completes fully subscribed rights issue

Spar Nord Bank A/S (the "Bank" or "Spar Nord") has today completed the offering of shares with pre-emptive rights for the Bank's existing shareholders pursuant to the prospectus dated 5 March 2012. The offering was fully subscribed, with 57,068,810 new shares of nominally DKK 10.

As is usually the case for this type of issues, a small number of rights were not exercised, for which reason 0.2 % of the shares were subscribed for by the underwriters.

For a description of the offering, reference is made to company announcement no. 9 dated 5 March 2012.

Proceeds of DKK 913 million

The new shares were subscribed for at a price of DKK 16 per new share of nominally DKK 10, and thus the offering has generated gross proceeds for Spar Nord of DKK 913.1 million, corresponding to DKK 837.7 million in net proceeds after deduction of estimated costs in connection with the offering

Share capital, voting rights and ISIN code

The capital increase was registered today with the Danish Business Authority, and the new shares will then have the same rights as Spar Nord's existing shares, including the right to dividends and voting rights.

After registration of the 57,068,810 new shares of nominally DKK 10 each, Spar Nord's nominal share capital amounts to DKK 1,141,376,200, divided into 114,137,620 shares of nominally DKK 10, which corresponds to 114,137,620 voting rights.

In accordance with applicable disclosure obligations, Spar Nord hereby discloses that the above will also apply at the end of March 2012.

The temporary ISIN code for the new shares (DK0060416048) is expected to be merged with the ISIN code for the existing shares (DK0060036564) on NASDAQ OMX Copenhagen on 29 March 2012.

Carnegie Bank A/S and Danske Bank A/S have acted as Joint Global Coordinators & Bookrunners in connection with the offering.

Sincerely yours, Spar Nord Bank A/S

Contacts: Lasse Nyby, Chief Executive Officer, tel.: (+45) 96 34 40 11 Ole Madsen, Senior Vice President, Corporate Communications, tel.: (+45) 96 34 40 10

Important Notice

This company announcement contains information regarding a share issue implemented by Spar Nord Bank A/S in accordance with the requirements in Directive 2003/71/EC (such Directive, together with amendments thereto, including the amending directive Directive 2010/73/EU, to the extent it has been implemented, and any applicable implementing measures in the relevant home Member State under such Directive, is referred to as the "Prospectus Directive" below). A prospectus prepared in accordance with the Prospectus Directive has been published previously.

The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy or completeness.

This company announcement contains certain forward-looking statements, including statements about the Bank's business. Such forward-looking statements are based on data, assumptions and estimates that the Bank considers to be reasonable. They are subject to numerous risks and uncertainties, including matters not yet known to the Bank or not currently considered material by the Bank, and there can be no assurance that anticipated events will occur or that the objectives set out will actually be achieved.

The issue, exercise and sale of securities in the offering are subject to specific legal or regulatory restrictions in certain jurisdictions. The Bank and its advisers and/or agents assume no responsibility in the event there is a violation by any person of such restrictions.

The information contained herein shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities referred to herein in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such jurisdiction. Investors must neither accept any offer for, nor acquire, any securities to which this document refers, unless they do so on the basis of the information contained in the applicable prospectus published or offering circular distributed by the Bank.

The information contained herein is not for publication or distribution, directly or indirectly, in or into the United States, Canada, Australia or Japan. These written materials do not constitute an offer of securities for sale in any jurisdiction including the United States, nor may the securities be offered or sold in the United States absent registration or an exemption from registration as provided in the U.S. Securities Act of 1933, as amended, and the rules and regulations thereunder. There is no intention to register any portion of the offering in the United States or to conduct a public offering of securities in the United States.

The Bank has not authorized any offer to the public of securities in any Member State of the European Economic Area other than Denmark, Norway, Sweden and Germany. With respect to each Member State of the European Economic Area other than Denmark, Norway, Sweden and Germany and which has implemented the Prospectus Directive (each, a "Relevant Member State"), no action has been undertaken or will be undertaken to make an offer to the public of securities requiring publication of a prospectus in any Relevant Member State. As a result, the securities may only be offered in Relevant Member States (a) to any legal entity which is a qualified investor as defined in the Prospectus Directive; or (b) in any other circumstances falling within Article 3(2) of the Prospectus Directive. For the purposes of the above provision, the term an "offer of securities to the public" means the communication, in any form and by any means, of sufficient information about the terms of the Offering and the securities offered so as to enable an investor to decide whether to exercise, acquire or subscribe for the securities, as the same may be varied in the Relevant Member State by any measure implementing the Prospectus Directive in the Relevant Member State.

For investors in the United Kingdom it is emphasized that this announcement is only being distributed to, and is only directed at, (i) persons outside the United Kingdom or (ii) "investment professionals" falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Financial Promotion Order") or (iii) "high net worth companies" and other persons to whom it may lawfully be communicated, falling within the meaning of Article 49(2)(a) to (d) of the Financial Promotion Order.

Talk to a Data Expert

Have a question? We'll get back to you promptly.