The board of directors of Wilh. Wilhelmsen ASA (WWASA)
proposes to carry out a restructuring of the company.
In the new suggested structure, Den Norske
Amerikalinje AS (owning the 12% shareholding in
Hyundai Glovis) is demerged from WWASA and carried
forward in a separately listed entity to be named
Treasure ASA.
"The proposed demerger will improve transparency and
create a simpler structure visualising values for
shareholders in WWASA. In addition, WWASA will be more
correct capitalised following the restructuring," says
Jan Eyvin Wang, president and CEO of WWASA.
The restructuring enables WWASA to focus on their core
activities, creating value through its joint ventures
by offering global car and ro-ro customers' high
quality sea transportation and integrated
logistics/land-based solutions from factory to dealer.
"We prefer to develop WWASA independently, because the
Hyundai Glovis holding has become a significant part
of the overall market capitalisation of WWASA and
poses a challenge for assessing fair relative value
for the core activities within WWASA," says Wang.
Shareholders in WWASA will receive the same amount of
shares they hold in WWASA in Treasure ASA and hence
keep their prorate share.
Treasure ASA will be jointly and severally responsible
for the obligations incurred by WWASA parent company
prior to the demerger becoming effective.
The proposed changes are subject to approval at an
extraordinary general meeting in WWASA to be held in
April 2016 (to be confirmed).
The intention is to complete the restructuring and
list Treasure ASA late May or early June, upon expiry
of the creditor notice period.
An information memorandum and the summons for the
extraordinary meeting, containing all information
covering the steps to be carried out including the
transactions, conditions for the restructuring and the
IPO of Treasure ASA, will be made available to
shareholder on the company's website no later than
three weeks before the general meeting.
Upon the approval by the general meeting, Treasure ASA
will prepare a prospectus for the listing of the
company's shares.