Oslo, 9 April 2019: Reference is made to the stock exchange announcements regarding the separation of Schibsted ASA ("Schibsted") and the establishment of Adevinta ASA ("Adevinta") as a separate listed company comprising Schibsted’s classified media business outside the Nordics (the "Adevinta Business").
As described in the demerger plan and information brochure of 24 January 2019, the separation of the Adevinta Business from Schibsted is effected through two demergers: 1) the demerger of Schibsted and transfer of the remaining 35% of the Adevinta Business to Adevinta against transfer of consideration shares to the shareholders of Schibsted as further described below (the "Schibsted Demerger"); and 2) the demerger of Schibsted Multimedia AS and transfer of 65% of the Adevinta Business to Adevinta against transfer of consideration shares to Schibsted (the "SMM Demerger").
Today, on 9 April 2019, after the close of trading on the Oslo Stock Exchange, completion of both the Schibsted Demerger and the SMM Demerger, and the changes in the share capital of Schibsted and Adevinta, were registered with the Norwegian Registry of Business Enterprises.
As a result of completion of the Schibsted Demerger:
Schibsted's share capital was reduced by NOK 28,881,246.548 by reducing the nominal value of the shares to NOK 0.379. Further, Schibsted's share capital was increased by NOK 28,881,246.548 by way of a capitalisation issue in accordance with the Companies Act § 10-20, through increasing the nominal value of the shares to NOK 0.50.
Consequently, Schibsted's current share capital is NOK 119,343,994, divided by 238,687,988 shares each with a nominal value of NOK 0.50, of which 108,003,615 A-shares and 130,684,373 B-shares. The articles of association of Schibsted has been updated accordingly and are available on Schibsted's website www.schibsted.no.
Adevinta has issued a total of 238,401,761 new shares divided into 107,747,388 A-shares and 130,654,373 B-shares (the "Consideration Shares"), representing approximately 35% of the issued shares in Adevinta following completion of the two demergers. The Consideration Shares was issued to the shareholders of Schibsted registered in Schibsted's shareholders register with the VPS as at 11 April 2019 (the "Record Date").
Eligible holders of A-shares in Schibsted will receive one A-share in Adevinta for each A-share registered as held in Schibsted on the Record Date and eligible holders of B-shares in Schibsted will receive one B-share in Adevinta for each B-share registered as held in Schibsted on the Record Date. It is expected that the Consideration Shares will be delivered and made available to eligible shareholders on the trading day after the Record Date, expected to be on or about 12 April 2019.
Further, as a result of the SMM Demerger:
As consideration in the SMM Demerger, Adevinta has issued to Schibsted a total of 442,746,128 new shares, divided into 200,102,292 A-shares and 242,643,836 B-shares, representing approximately 65% of the shares in Adevinta following completion of the two demergers.
Consequently, after completion of the two demergers, Adevinta's new share capital is NOK 136,229,577.80 divided into 681,147,889 Shares, divided by 307,849,680 A‑Shares and 373,298,209 B‑Shares, each with a nominal value of NOK 0.20.
The articles of association of Adevinta has been updated accordingly and are available on Adevinta's website www.adevinta.com.
The A-shares and B-shares in Adevinta will from 10 April 2019 be traded under the tickers "ADEA" and "ADEB", respectively, on the Oslo Stock Exchange with ISIN NO0010843998 and ISIN NO0010844038, respectively.
Cassandra Lord, Director of Communications, Adevinta. Tel: +44 7809 214 347
Jo Christian Steigedal, VP Investor Relations in Schibsted. Tel: +47 415 08 733