Bli medlem
Bli medlem

Du är här

2019-11-22

SVEG: SPAREBANKEN VEST - Stabilisation and over-allotment notice

NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, TO UNITED STATES NEWS
WIRE SERVICES OR FOR DISSEMINATION IN OR INTO THE UNITED STATES, AUSTRALIA,
CANADA, JAPAN, HONG KONG OR SOUTH AFRICA, OR ANY OTHER JURISDICTION IN WHICH THE
DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL, EXCEPT AS PERMITTED UNDER APLLICABLE
SECURITIES LAW.

SPAREBANKEN VEST - Stabilisation and over-allotment notice

Reference is made to the stock exchange announcement published on 22 November
2019 by Sparebanken Vest (the "Bank"), regarding the successful completion of
the offering described in the prospectus published on 13 November 2019 (the
"Prospectus") by the Bank and Sparebankstiftelsen Sparebanken Vest (the
"Foundation") (the "Offering").

Pareto Securities AS (the "Stabilisation Manager") may, on behalf of the
Managers (as defined below), engage in stabilisation activities of the equity
capital certificates of the Bank (the "ECCs") from today, 22 November 2019, to
and including 20 December 2019 (the "Stabilisation Period"). The stabilisation
activities are aimed to support the market price of the ECCs.

In connection with the Offering, the Managers have over-allotted 4,115,000 ECCs
to the applicants in the Offering, which equals 10.0% of the number of ECCs sold
in the Offering prior to the over-allotments. In order to permit delivery in
respect of over-allotments made, the Stabilisation Manager, on behalf of the
Managers, has borrowed a number of ECCs equal to the number of over-allotted
ECCs from the Foundation. Further, the Foundation has granted the Managers an
option (the "Greenshoe Option") to purchase a number of ECCs up to the number of
over-allotted ECCs at a price per ECC equal to the offer price in the Offering
of NOK 56.50 per ECC (the "Offer Price"). The Greenshoe Option may be exercised
at any time and from time to time, in whole or in part, during the Stabilisation
Period.

The Stabilisation Manager can use the Greenshoe Option to cover short positions
resulting from over-allotments made in connection with the Offering.

The Stabilisation Manager (or persons acting on behalf of the Stabilisation
Manager) may effect transactions with a view to support the market price of the
ECCs at a level higher than what might otherwise prevail, by buying ECCs in the
open market at prices equal to or lower than (but not above) the Offer Price.
However, there is no obligation on the Stabilisation Manager (or persons acting
on behalf of the Stabilisation Manager) to do so. Moreover, there is no
assurance that the Stabilisation Manager (or persons acting on behalf of the
Stabilisation Manager) will undertake stabilisation activities. If stabilisation
activities are undertaken, they may be discontinued at any time, and must be
brought to an end upon or before the expiry of the Stabilisation Period.

Within one week after the end of the Stabilisation Period, the Stabilisation
Manager will publish a statement through the information system of the Oslo
Stock Exchange under the Bank's ticker (SVEG) with information as to whether any
stabilisation activities have been undertaken, including the total amount of
ECCs sold and purchased, the date stabilisation begun, the date at which
stabilisation last occurred, and the price range within which stabilisation was
carried out for each of the dates during which stabilisation transactions were
carried out.

Any profit resulting from stabilisation activities conducted by the
Stabilisation Manager will be for the benefit of the Foundation.

Any stabilisation activities will be conducted in accordance with Section 3-12
of the Norwegian Securities Trading Act and Commission Regulation (EC) No.
2273/2003 implementing Directive 2003/6/EC of the European Parliament and of the
Council as regards exemptions for buy-back programmes and stabilisation of
financial instruments.

Reference is made to the Prospectus dated 13 November 2019 issued in connection
with the Offering for further details.

Pareto Securities AS and Swedbank Norge (a branch of Swedbank AB (publ) in
cooperation with Kepler Cheuvreux) are acting as Joint Global Coordinators and
Joint Bookrunners, and Norne Securities AS is acting as Joint Bokrunner (jointly
referred to as the "Managers"). Advokatfirmaet Selmer AS is acting as legal
advisor to the Bank and Advokatfirmaet Thommessen AS is acting as legal advisor
to the Managers.

IMPORTANT NOTICE

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,
fairness or completeness. Neither of the Managers (Pareto Securities AS,
Swedbank Norge in cooperation with Kepler Cheuvreux, and Norne Securities AS)
nor any of their respective affiliates nor any of their respective directors,
officers, employees, advisors or agents accept 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 Sparebanken Vest (the "Company"), 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. This announcement has been prepared by and is the sole
responsibility of the Company and Sparebankstiftelsen Sparebanken Vest (the
"Foundation").

Neither this announcement nor the information contained herein is for
publication, distribution or release, in whole or in part, directly or
indirectly, in or into or from the United States (including its territories and
possessions, any State of the United States and the District of Columbia),
Australia, Canada, Japan, Hong Kong, South Africa or any other jurisdiction
where to do so would constitute a violation of the relevant laws of such
jurisdiction. The publication, distribution or release of this announcement may
be restricted by law in certain jurisdictions and persons that attain possession
of any document or other information referred to herein should inform themselves
about and observe any such restriction. Any failure to comply with these
restrictions may constitute a violation of the securities laws of any such
jurisdiction.

This announcement does not contain or constitute an offer to sell or a
solicitation of any offer to buy or subscribe for any securities referred to in
this announcement to any person in any jurisdiction, including the United
States, Australia, Canada, Japan, Hong Kong or South Africa or 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 "U.S.
Securities Act"), and may not be offered or sold in the United States absent
registration or an exemption from, or in a transaction not subject to, the
registration requirements of the U.S. Securities Act and in accordance with
applicable U.S. state securities laws. Neither the Company nor the Foundation
does intend to register any securities referred to herein in the United States
or to conduct a public offering of securities in the United States.

In any EEA Member State other than Norway that has implemented the EU 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 ("Qualified Investors"), i.e., only to investors who can receive the
offer without an approved prospectus in such EEA Member State.

This communication is only being distributed to and is only directed at persons
in the United Kingdom that are Qualified Investors and 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 communication
must not be acted on or relied on by persons who are not relevant persons. Any
investment or investment activity to which this communication relates is
available only to relevant persons and will be engaged in only with relevant
persons. Persons distributing this communication must satisfy themselves that it
is lawful to do so.

The Managers and their affiliates are acting exclusively for the Company and the
Foundation and no-one else in connection with the offering. They will not regard
any other person as their respective clients in relation to the offering and
will not be responsible to anyone other than the Foundation and the Company for
providing the protections afforded to their respective clients, or for providing
advice in relation to the offering, the contents of this announcement or any
transaction, arrangement or other matter referred to herein.

Matters discussed in this announcement may constitute forward-looking
statements. Forward-looking statements are statements that are not historical
facts and may be identified by words such as "believe", "aims", "expect",
"anticipate", "intends", "estimate", "will", "may", "continue", "should" and
similar expressions. The forward-looking statements in this release are based
upon various assumptions, many of which are based, in turn, upon further
assumptions. Although the Company and the Foundation believes that these
assumptions were reasonable when made, these assumptions are inherently subject
to significant known and unknown risks, uncertainties, contingencies and other
important factors which are difficult or impossible to predict and are beyond
its control. Such risks, uncertainties, contingencies and other important
factors could cause actual events to differ materially from the expectations
expressed or implied in this release by such forward-looking statements.
Forward-looking statements speak only as of the date they are made and cannot be
relied upon as a guide to future performance. The Foundation, the Company, each
of the Managers and their respective affiliates expressly disclaims any
obligation or undertaking to update, review or revise any forward-looking
statement contained in this announcement whether as a result of new information,
future developments or otherwise.

The information, opinions and forward-looking statements contained in this
announcement spea...

Författare OSE News

Tala om vad ni tycker

Tala om vad ni tycker

Ni är just nu inne på en betaversion av nya aktiespararna. Lämna gärna feedback på vad ni tycker i formuläret nedan.