Approval of Prospectus for the Listing of the Shares of Aker Solutions Holding ASA (to be renamed Aker Solutions ASA)
The Norwegian Financial Supervisory Authority has informed Aker Solutions Holding ASA that it has approved the prospectus dated September 15, 2014, for the listing of the company’s shares on the Oslo Stock Exchange. Aker Solutions Holding ASA, which was created to facilitate the demerger of Aker Solutions into two independent companies, will be renamed Aker Solutions ASA on completion of the split. The existing Aker Solutions will be renamed Akastor ASA, an oil-services investment company created by the separation.
The prospectus will be available on www.abgsc.no and www.carnegie.no. Hard copies of the prospectus may be obtained by contacting Aker Solutions’ investor relations department (firstname.lastname@example.org or +47 67 51 30 00), ABG Sundal Collier Norge ASA (+47 22 01 60 00), Barclays Bank PLC (+44 (0)20 7623 2323) or Carnegie AS (+47 22 00 93 00).
The general meetings of shareholders in the existing Aker Solutions and new Aker Solutions on August 12, 2014, resolved to carry out a demerger in which a portion of the assets, rights and liabilities of the existing Aker Solutions is transferred to the new Aker Solutions against a pro rata distribution of the shares in the new Aker Solutions to eligible shareholders of the existing Aker Solutions.
The company on August 27, 2014, applied for admission to trade the shares on the Oslo Stock Exchange and the listing application is expected to be approved by the exchange’s board of directors September 24 on condition that the demerger is completed. The completion of the demerger is subject to certain conditions. Further information on the company, demerger and admission to trading of the company’s shares is set out in the prospectus.
The indicative timetable for consummation of the demerger and admission to trading of the new Aker Solutions shares on the Oslo Stock Exchange is as follows (subject to change):
• Expiry of creditor notice period applicable to the demerger: September 23, 2014
• Last day of trading in shares of the existing Aker Solutions inclusive of the right to shares in the new Aker Solutions (cut-off date): On or about September 26, 2014
• Registration of the completion of the demerger: On or about September 26, 2014
• First day of trading in shares in Akastor ASA exclusive of the right to new Aker Solutions shares: On or about September 29, 2014
• First day of trading in the new Aker Solutions shares: On or about September 29, 2014
• Record date: On or about October 1, 2014
• Delivery of Aker Solutions shares to eligible shareholders’ VPS accounts: On or about October 2, 2014
The existing Aker Solutions will before trading starts on the cut-off date issue a separate stock exchange release to announce the final cut-off date, the record date and the first date of trading in the existing Aker Solutions shares exclusive of rights to new Aker Solutions shares.
Trading in the new Aker Solutions shares will begin before delivery of the shares to eligible shareholders’ VPS accounts. Trades in the period until delivery of the shares to eligible shareholders’ VPS accounts will be settled on a T+3 basis. No account-to-account transactions and no transactions with settlement before October 2, 2014, will be allowed in this period.
Any changes in the indicative timing of the consummation of the demerger and the first day of trading of the new Aker Solutions shares will be published by the new Aker Solutions.