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Storebrand ASA — Share Issue/Capital Change 2014
Feb 25, 2014
3766_rns_2014-02-25_4f2e89a6-12a3-474e-a590-4d27399b6243.html
Share Issue/Capital Change
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Gjensidige Forsikring ASA (OSE:GJF) contemplates sale of up to 90,458,254 shares in Storebrand ASA
Gjensidige Forsikring ASA (OSE:GJF) contemplates sale of up to 90,458,254 shares in Storebrand ASA
(This is a copy of announcement from Gjensidige
Forsikring ASA, 25.02.2014 at 16:32 hours.)
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION,
DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES,
AUSTRALIA, CANADA OR JAPAN OR IN ANY JURISDICTION IN
WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD
BE UNLAWFUL. THIS PRESS RELEASE DOES NOT CONSTITUTE
AN OFFER OF ANY SECURITIES OF STOREBRAND ASA
Gjensidige Forsikring ASA (OSE:GJF) contemplates sale
of up to 90,458,254 shares in Storebrand ASA
Oslo, 25 February 2014
Gjensidige Forsikring ASA ("Gjensidige") contemplates
the sale of up to 90,458,254 shares in Storebrand ASA
("Storebrand"), representing 20.11% of the share
capital and voting rights in the company
(the "Sale"). The potential Sale is to be conducted
by way of an accelerated bookbuilt
offering to institutional investors only.
The bookbuilding process will commence immediately
following the publication of this announcement and
may be closed at short notice at the full discretion
of the Bookrunners. A further announcement will be
made following pricing of the Sale. Gjensidige
reserves the right, at its own discretion, to sell
fewer shares or no shares at all.
As of today, Gjensidige owns 90,458,254 shares in
Storebrand, representing 20.11% of the share capital
and voting rights in the company.
Gjensidige has engaged BofA Merrill Lynch, Morgan
Stanley and Pareto Securities as Bookrunners in the
Sale.
Contact persons Gjensidige Forsikring ASA:
Analysts and investors:
Head of Investor Relations: Janne Flessum, Tel: +47
915 14 739
Press:
Head of Media Relations: Øystein Thoresen, Tel: +47
952 33 382
Important Notices:
This information is subject of the disclosure
requirements pursuant to section 5-12 of the
Norwegian Securities Trading Act.
These materials are not an offer for sale of
securities in the United States. Shares (as defined
below) may not be sold in the United States
absent registration with the United States Securities
and Exchange Commission or an exemption from
registration under the U.S. Securities
Act of 1933, as amended. The issuer does not intend
to register any part of the offering in the United
States or to conduct a public offering of
the Shares in the United States.
This announcement is not an offer of securities or
investments for sale nor a solicitation of an offer
to buy securities or investments in any
jurisdiction where such offer or solicitation would
be unlawful. No action has been taken that would
permit an offering of the securities or
possession or distribution of this announcement in
any jurisdiction where action for that purpose is
required. Persons into whose possession
this announcement comes are required to inform
themselves about and to observe any such
restrictions. Any failure to comply with these
restrictions may constitute a violation of the
securities laws of any such jurisdiction.
In member states of the European Economic Area
("EEA") which have implemented the Prospectus
Directive (each, a "Relevant Member State"),
this announcement and any offer if made subsequently
is directed exclusively at persons who are "qualified
investors" within the meaning of the Prospectus
Directive ("Qualified Investors"). For these purposes,
the expression "Prospectus Directive" means Directive
2003/71/EC (and amendments thereto, including the
2010 PD Amending Directive, to the extent implemented
in a Relevant Member State), and includes any
relevant implementing measure in the Relevant Member
State and the expression "2010 PD Amending Directive"
means Directive 2010/73/EU.
In the United Kingdom this announcement is directed
exclusively at Qualified Investors (i) who have
professional experience in matters relating to
investments falling within Article 19(5) of the
Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005, as amended (the "Order") or
(ii) who fall within Article 49(2)(A) to (D) of
the Order, and (iii) to whom it may otherwise
lawfully be communicated.
In connection with any offering of the shares of
Storebrand (the "Shares"), the Bookrunners and any of
their affiliates acting as an investor for their own
account may take up as a proprietary position any
Shares and in that capacity may retain, purchase or
sell for their own account such Shares. In addition
the Bookrunners or their affiliates may
enter into financing arrangements and swaps with
investors in Connection with which the Bookrunners
(or their affiliates) may from time to time
acquire, hold or dispose of Shares. The Bookrunners
do not intend to disclose the extent of any such
investment or transactions otherwise than in
accordance with any legal or regulatory obligation to
do so.
The Bookrunners are acting on behalf of the
Gjensidige and no one else in connection with any
offering of the Shares and will not be responsible to
any other person for providing the protections
afforded to clients of the Bookrunners or for
providing advice in relation to any offering of the
Shares.