Resolutions adopted at SSAB’s Extraordinary General Meeting
An Extraordinary General Meeting (EGM) in SSAB was held today, May 27, 2016, in Stockholm. The EGM resolved to amend the articles of association in accordance with the Board of Directors’ proposal. The EGM also resolved to approve the resolution by the Board of Directors on a new issue of class B shares with preferential rights for all existing shareholders (A and B shares).
The terms of the rights issue entitle persons registered as holders of shares in SSAB on the record date, May 31, 2016, to receive one (1) class B subscription right for each share held in SSAB, irrespective of share class. Eight (8) subscription rights entitle to subscription of seven (7) new class B shares. The subscription price is SEK 10.50 per new share. As regards subscription of new class B shares that will be registered with the central securities depository Euroclear Finland and listed on Nasdaq Helsinki, payment shall be made in EUR with an amount corresponding to the subscription price of SEK 10.50 per new share, based on the European Central Bank’s reference exchange rate at 15.00 CET on May 31, 2016. The EUR amount will be announced around 16.30 on May 31, 2016.
The rights issue is expected to raise a maximum of SEK 5,050 million, before deduction of rights issue costs.
The number of shares is expected to increase from 549,245,510 shares to 1,029,835,326 shares, corresponding to an increase of approximately 87.5%. The share capital will increase from SEK 4,833,360,488 to SEK 9,062,550,868.80.
The reason for the rights issue is to strengthen the balance sheet and improve the financial flexibility in order to support the target of achieving industry leading profitability, but also to create financial preparedness for managing periods with low demand for steel.
Indicative timetable for the rights issue
May 27, 2016: Last day of trading in the shares including right to participate in the rights issue
May 30, 2016: First day of trading in the shares excluding right to participate in the rights issue
May 31, 2016: Record date for participation in the rights issue, i.e. shareholders who are registered in the share register as of this day will receive subscription rights for participation in the rights issue
May 31, 2016: Estimated date for the publication of the prospectus
May 31, 2016: Announcement of the subscription price in EUR
June 3 – June 13, 2016: Trading in subscription rights on Nasdaq Helsinki
June 3 – June 15, 2016: Trading in subscription rights on Nasdaq Stockholm
June 3 – June 17, 2016: Subscription period
June 3 – June 30, 2016: Trading in paid subscribed shares
June 22, 2016: Announcement of preliminary results of the rights issue
June 27, 2016: Announcement of final results of the rights issue
For further information, please contact
Andreas Koch, Head of Investor Relations,
email@example.com, +46 8 454 57 29
Viktoria Karsberg, Head of External Communications,
firstname.lastname@example.org, +46 8 454 57 34
SSAB AB (publ) discloses the information in this press release according to the Swedish Securities Markets Act and/or the Swedish Financial Instruments Trading Act. The information was provided for public release on May 27, 2016 at 11.15am CEST.
The information in this press release does not contain or constitute an offer to acquire, subscribe or otherwise trade in shares, subscription rights or other securities in SSAB. Any invitation to the persons concerned to subscribe for shares in SSAB will only be made through the prospectus that SSAB estimates to publish on or around May 31, 2016.
This press release may not be released, published or distributed, directly or indirectly, in or into Australia, Japan, Canada, the United States or any other jurisdiction where participation would require additional prospectuses, registration or measures besides those required by Swedish, Finnish, Danish, UK and Irish law. Nor may this press release be distributed in or into such countries or any other country or jurisdiction in which distribution requires such measures or otherwise would be in conflict with applicable regulations. Any failure to comply with the restrictions described may result in a violation of applicable securities regulations.
No subscription rights, paid subscribed shares or shares in SSAB have been or will not be registered under the United States Securities Act of 1933, as amended (the “Securities Act”) or the securities legislation of any state or other jurisdiction in the United States and no subscription rights, paid subscribed shares or shares may be offered, subscribed for, sold, resold, delivered or otherwise transferred, directly or indirectly, in or into the United States except under an available exemption from, or transaction not subject to, the registration requirements under the Securities Act and in compliance with the securities legislation in the relevant state or any other jurisdiction of the United States. There is no intention to register any securities referred to herein in the United States or to make a public offering of the securities in the United States.
This press release contains certain forward-looking information that reflects SSAB’s present view of future events as well as financial and operational development. Words such as “intend”, “assess”, “expect”, “may”, “plan”, “believe”, “estimate” and other expressions entailing indications or predictions of future development or trends, not based on historical facts, constitute forward-looking information. Forward-looking information is inherently associated with both known and unknown risks and uncertainties as it depends on future events and circumstances. Forward-looking information is not a guarantee of future results or development and actual outcomes may differ materially from the statements set forth in the forward-looking information.