Reference is made to the previous stock exchange notices pertaining to the contemplated merger between SpareBank 1 BV and Sparebanken Telemark (the “Banks”). The merger entails that Sparebanken Telemark’s business is transferred to SpareBank 1 BV, which concurrently will change its name to SpareBank 1 Sørøst-Norge.
The time schedule for the completion of the merger is as follows:
The last day the equity certificates in both Banks will be tradeable: 31 May 2021
The completion of the merger: 1 June 2021 (the first date whereby only equity certificates in the merged bank SpareBank 1 Sørøst-Norge will be tradeable).
Record date: 2 June 2021
The exchange ratio for the equity certificates in the merger: one equity certificate in Sparebanken Telemark will constitute 3,40566 equity certificates in SpareBank 1 BV.
Registration number: 944 521 836 (unchanged)
LEI-no. is 5967007LIEEXZX4VQO21 (unchanged)
ISIN No. for equity certificates in SpareBank 1 Sørøst-Norge: NO0006000207 (unchanged)
Ticker: SOON (New)
Date for the resolution of the merger in the Banks’ supervisory boards 25 March 2021
The assignee bank: SpareBank 1 BV.
The assigning bank: Sparebanken Telemark.
Other information:
The consideration to the certificate holders in the assigning bank consists of equity certificates in SpareBank 1 BV. Based on the negotiated exchange ratio, 1 equity certificate in Sparebanken Telemark will constitute 3,40566 equity certificates in SpareBank 1 BV. It is not possible to allocate a fraction of an equity certificate. In order to avoid jointly held equity certificates, the amount of equity certificates allocated to each equity certificate holder in Sparebanken Telemark will be rounded down to the closest number of whole equity certificates.
SpareBank 1 BV and Sparebanken Telemark shall in connection with the merger convert NOK 800 million of its primary capital to equity capital and issue equity certificates to SpareBank 1 Stiftelsen BV and Sparebankstiftelsen Telemark – Grenland respectively. The conversion is made pro rata based on the size of each of the Banks’ primary capital per 31 December 2020, entailing that approximately NOK 436 million of SpareBank 1 BV’s primary capital and NOK 364 million of Sparebanken Telemark’s primary capital is converted.
Post-issuance of the new equity certificates SpareBank 1 Sørøst-Norge will have an equity certificate capital equalling NOK 1 780 348 755 divided on 118.689.917 equity certificates, each with a nominal value of NOK 15.
An EEA-prospectus, with more detailed information on the merger, will be published on 1 June 2021. The prospectus will be made available by inquiry to SpareBank 1 Sørøst-Norge, SpareBank 1 Markets AS or Arctic Securities AS, and on the bank’s homepage.
Contact:
Rune Fjeldstad, CEO, tel. + 47 900 79 017
Finn Haugan, chairman, tel. + 47 900 41 002
This information is disclosed pursuant to the requirements in Oslo Stock Exchange’s continuing obligations.