The rights issue was originally underwritten by a syndicate, established 7 February 2012, comprising Sparebankstiftelsen SR-Bank, Gjensidige Forsikring ASA and companies in the SpareBank 1 Alliance.
Parts of the syndicate’s original underwriting liabilities have been syndicated to, and taken over by, larger owners and institutional investors. The syndication led to an increase in the underwriting amount for Sparebankstiftelsen SR-Bank, and an unchanged or reduced amount for the other primary underwriters, cf. the prospectus section 4.2.14 for a full overview of the underwriters.
The underwriters are, pro rata and limited to their respective underwriting liabilities, obliged to subscribe to any new shares that are not allotted to other subscribers in the rights issue. The underwriting liability is a subscription guarantee, and the underwriters are not responsible for payment for new shares that are subscribed by others in the rights issue.
If an underwriter or its wholly-owned subsidiary subscribes to and is allotted new shares in the ordinary manner (i.e. independent of the underwriting liability) in the rights issue, and the subscription price for such new shares is paid, the underwriter may demand that its underwriting liability is correspondingly reduced.
Each underwriter’s liability is binding to the time when the underwriter has fulfilled the underwriting liability or the bank has in writing confirmed that the underwriting liability will not be applied. The underwriting liability automatically ceases if the bank does not by the end of 30 June 2012 forward a written claim that the underwriting liability will be applied. At the latest, such a claim must be sent five working days after the board of directors has completed the final allotment in the rights issue.
Subscription rights of existing shareholders resident in jurisdictions where the prospectus may not be distributed and/or with legislation that, according to SpareBank 1 SR-Bank’s assessment, prohibits or otherwise restricts subscription for new shares (the “Ineligible Shareholders”) will initially be credited to such Ineligible Shareholders’ VPS accounts. Such credit specifically does not constitute an offer to Ineligible Shareholders. SpareBank 1 SR-Bank will instruct SR-Markets to, as far as possible, withdraw the subscription rights from such Ineligible Shareholders’ VPS accounts, and sell them from and including 23 May 2012 until the close of trading on Oslo Børs on 1 June 2012 for the account and risk of such Ineligible Shareholders, unless the relevant subscription rights are held through a financial intermediary.
Contact persons:
Thor-Christian Haugland, Executive Vice President Communications, tel. +47 480 31 633
Vidar Torsøe, Vice President Investor Relations, tel. 970 80 656
Disclaimer
This document and any materials distributed in connection with this document may contain certain forward-looking statements. By their nature, forward-looking statements involve risk and uncertainty because they reflect SpareBank 1 SR-Bank ASA ‘s current expectations and assumptions as to future events and circumstances that may not prove accurate. A number of material factors could cause actual results and developments to differ materially from those expressed or implied by these forward-looking statements, including the risks and uncertainties to be set out in the prospectus.