Dividend Issue 2018
As an owner of equity certificates («ECs») in Sparebanken Vest (the «Bank»), you are offered, as an alternative to receive dividend for the fiscal year 2017 in the form of cash, to subscribe for new ECs in the Bank.
The background for and the terms of the offer are described in the enclosed invitation to subscribe, which we encourage all EC owners to study carefully.
The key terms of the offer are as follows:
- For the fiscal year 2017, the Bank’s General Meeting has resolved to distribute an ordinary cash dividend of NOK 3.75 per EC.
- As an alternative to receive the ordinary dividend in the form of cash, EC owners are offered to receive the dividend in the form of new ECs in the Bank.
- The subscription period will be from 3 April 2018 at 09:00 hours (Norwegian time) until 17 April 2018 at 16:30 hours (Norwegian time). Subscriptions may be made electronically through the Norwegian central securities depositary («VPS»)’s online subscription client (the «VPS Subscription Client»), or manually on a separate subscription form available on the Banks’ website www.spv.no/dividendissue.
- The subscription price shall be equal to the volume-weighted average EC price on Oslo Stock Exchange the last five trading days of the subscription period, with the deduction of a discount of 2%. The Board of Directors will settle the subscription price in accordance therewith on or about 18 April 2018.
- EC owners who choose not to subscribe in the dividend issue, or take no action, will automatically receive cash dividend. Please note that non-participating EC owners will have a diluted share of the equity certificate capital relative to participating EC owners.
The ECs to be issued will be delivered to the EC owner’s VPS account on or about 2 May 2018. The cash dividend will be disbursed on the same date. Please note that the Bank will publish its quarterly report for Q1 on 9 May 2018.
You may subscribe in the dividend issue electronically through the VPS Subscription Client by logging in using a reference number and password that you will find in a personal invitation sent to your registered address.
Frequently Asked Questions (FAQ):
- What is a dividend issue?
A dividend issue is a private placement of equity certificates in Sparebanken Vest (SVEG) where the equity certificate holders are offered to receive new equity certificates as an alternative to cash dividend.
- Who does this apply to?
The new equity certificates can only be subscribed by the equity holders entitled to receive ordinary dividends for the 2017 financial year, thus all bank equity holders at the end of 16 March, 2018, as shown in the bank's equity register in VPS per 20 March 2018. Those who choose not to subscribe to the issue will receive ordinary dividend for 2017 of NOK 3.75 per equity certificate paid in cash.
- What will I have to do?
All equity holders entitled to receive ordinary dividend for the 2017 fiscal year has received a subscription offer with information on the dividend issue at the end of March 2018. All information and subscription forms are also available at www.spv.no/utbytteemission. As an equity certificate holder, you must make your own assessment of whether you want to receive new equity certificates as an alternative to cash dividends. If you do not do anything, you will receive an ordinary dividend for 2017 of NOK 3.75 per equity certificate paid in cash.
- What are the deadlines?
The subscription period runs from 3 April 2018 at 09:00 (Norwegian time) until 17 April 2018 at 16:30 (Norwegian time). Subscription can be done electronically via VPS's online subscription client or manually on a separate subscription form available here. Correctly completed subscription form must be sent per. letter or e-mail to Norne Securities AS ("Settlement Agent"). The subscription form must be received by the Settlement Agent by 17 April 2018 at. 4:30 p.m.. If you submit the Subscription Form by mail, you will need to calculate time for mail. Neither the Bank nor Norne Securities can be held liable for delays in the postal service or any other logistical or technical issues that may result in subscriptionss not being received on time or at all.
- What is the subscription price?
The subscription price shall be equal to the volume weighted average price of the equity certificates on Oslo Børs during the five last trading days of the subscription period 3-17. April 2018, with an additional 2% discount. The Board will determine the subscription price accordingly on or around 18 April 2018.
- Can I choose to receive a portion of the dividend in cash and the remaining portion in new equity certificates?
- How many equity certificates do I receive?
How many new equity certificates you can get depends on how much dividend you are entitled to and the subscription price.
Example: If you own 1 000 SVEGs, you are entitled to new equity certificates at a counter value of NOK 3 750 (1,000 units of SVEG x ordinary dividend NOK 3.75 per equity certificate). If the stipulated subscription price including 2% discount is 50 SEK then you will receive 75 new equity certificates (3 750/50 = 75). It will probably be such that the NOK value of the dividend you are entitled to and the number of new equity certificates will not add up mathematically. You will then get the number of new equity certificates rounded down to the nearest full value in accordance with the subscription price, and in addition receive the excess cash amount paid into your given settlement/bank account.
- When do I receive cash dividends?
It is stipulated that cash dividends will be transferred to the given settlement/bank account around 2 May 2018.
- When do I get the new equity certificates into my VPS account?
It is stipulated that the new equity certificates will be delivered to the individual VPS account around 2 May 2018.
- What happens if I do not do anything?
Those who choose to not subscribe to the issue will automatically receive dividends for 2017 of NOK 3.75 per equity certificate paid in cash.
- What does Sparebanken Vest recommend that I do?
Each equity certificate holder must make his/her own assessments of whether to subscribe to the dividend issue or receive cash dividend based on his / her own situation.
- Will there be a dividend issue next year too?
The Board of Sparebanken Vest will propose to the Bank's Annual General Meeting each year how to distribute profits for the previous fiscal year, including whether a dividend certificate is to be offered.