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Oslo, 23. november 2022:
Det vises til børsmelding 18. november 2022 vedrørende offentliggjøring av vilkårene for Bien Sparebank ASAs (Banken) tilbud i forbindelse med børsnoteringen (Tilbudet).
Prospektet for Tilbudet (Prospektet), datert 22. november 2022, er godkjent av Finanstilsynet og offentliggjøres i dag. Prospektet er, forbeholdt regulatoriske begrensninger i enkelte jurisdiksjoner, tilgjengelig på www.bien.no og www.norne.no. Fysiske kopier av Prospektet kan fås uten kostnad ved å kontakte Banken eller Tilrettelegger (som definert nedenfor).
Som tidligere kunngjort, vil Tilbudet bestå av et institusjonelt tilbud, et offentlig tilbud i Norge, og et ansattetilbud som nærmere beskrevet i Prospektet. Bestillingsperioden for det institusjonelle tilbudet starter i dag, 23. november 2022 klokken 09:00 (CET), og avsluttes 7. desember 2022 klokken 12:00 (CET). Bestillingsperioden for det offentlige tilbudet og ansattetilbudet starter i dag, 23. november 2022 klokken 09:00 (CET), og avsluttes 7. desember 2022 klokken 12:00 (CEST). Bestillingsperioden kan bli forkortet eller forlenget på ethvert tidspunkt.
Norne Securities AS er tilrettelegger for Tilbudet.
Advokatfirmaet Selmer AS er juridisk rådgiver for Banken og Advokatfirmaet Wiersholm AS er engasjert som juridisk rådgiver for Tilrettelegger.
Kontaktinformasjon
Administrerende banksjef: Lena Jørundland, tlf.: 970 83 990
Denne opplysningen er informasjonspliktig etter verdipapirhandelloven §5-12.
Important Notice
Neither this announcement nor any copy of it may be made or transmitted into the United States, or distributed, directly or indirectly, in the United States. Neither this announcement nor any copy of it may be taken or transmitted directly or indirectly into Australia, Canada, Japan, Hong Kong or South Africa or to any persons in any of those jurisdictions, except in compliance with applicable securities laws. Any failure to comply with this restriction may constitute a violation of Australian, Canadian, Japanese, South African, Hong Kong or United States securities laws. The distribution of this announcement in other jurisdictions may be restricted by law and persons into whose possession this announcement comes should inform themselves about, and observe, any such restrictions. This announcement does not constitute, or form part of, an offer to sell, or a solicitation of an offer to purchase, any securities in Australia, Canada, Japan, South Africa, Hong Kong or the United States or in any jurisdiction to whom or in which such offer or solicitation is unlawful.
The securities referred to in this announcement have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or any securities laws of any state or other jurisdiction of the United States and may not be offered or sold within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with applicable state law. There will be no public offer of the securities in the United States.
This announcement is only being distributed to and is only directed at persons in the United Kingdom that are (i) 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) high net worth entities, and other persons to whom this announcement may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "relevant persons"). This announcement must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this announcement relates is available only to relevant persons and will be engaged in only with relevant persons. Persons distributing this announcement must satisfy themselves that it is lawful to do so.
This announcement is an advertisement and does not constitute a prospectus for the purposes of the Prospectus Regulation. The expression "Prospectus Regulation" means regulation 2017/1129/EU, and includes any relevant implementing measure in each relevant member state. A Prospectus prepared pursuant to the Prospectus Regulation and approved by the competent authority in Norway is expected to be published by the Bank before the offering period commences (if ever commenced) and, when and if published, can be obtained on the Bank's website, subject to regulatory restrictions. Investors should not subscribe for any securities referred to in this announcement except on the basis of information contained in the prospectus. Before purchasing any securities, persons viewing this announcement should ensure that they fully understand and accept the risks which will be set out in the prospectus when published. The information 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 announcement does not constitute or form part of any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for any securities nor shall it (or any part of it) or the fact of its distribution, form the basis of, or be relied on in connection with, any contract therefor. In any EEA Member State other than Norway that has implemented the Prospectus Regulation, this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of the Prospectus Directive.
This announcement does not constitute a recommendation concerning any offer of securities. The price and value of securities and any income from them can go down as well as up. Past performance is not a guide to future performance. Information in this announcement or any of the documents relating to the IPO cannot be relied upon as a guide to future performance. There is no guarantee that the listing on Oslo Børs will occur and you should not base your financial decisions on the Bank's intentions in relation to the listing at this stage. Potential investors should consult a professional advisor as to the suitability of the IPO for the entity concerned. The manager and its affiliates are acting exclusively for the Bank and no one else in connection with the IPO.
Neither the manager nor any of its affiliates or any of its directors, officers, employees, advisors or agents accepts any responsibility or liability whatsoever for, or makes any representation or warranty, express or implied, as to the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the announcement) or any other information relating to the Bank, its subsidiaries or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available, or for any loss howsoever arising from any use of this announcement or its contents or otherwise arising in connection therewith.
Opplysningene i denne meldingen er informasjonspliktige etter verdipapirhandelloven § 5-12.