Rights issue of up to approximately 6 billion SEK approved by the Extraordinary General Meeting in SAS AB
The Extraordinary General Meeting held in SAS AB on 13 March 2009 approved the resolution by the Board of Directors of 2 February 2009 on a rights issue of ordinary shares. As communicated on 12 March 2009, each share held on the record date 18 March 2009 will entitle the holder to subscribe for 14 new shares at a subscription price of SEK 2.63 per share. The maximum increase in the share capital is SEK 5,757,500,000 and the maximum number of new shares that may be issued is 2,303,000,000, as a result of which the rights issue is expected to raise proceeds of up to SEK 6,056,890,000 before costs related to the rights issue.
In order to enable and facilitate the rights issue, the Extraordinary General Meeting also resolved to reduce the company’s share capital by SEK 1,233,750,000, without redemption of shares, whereby the quota value for each share will be reduced from SEK 10 to SEK 2.50. Furthermore, the general meeting resolved to amend the articles of association.
Further information about the rights issue and the detailed terms thereof can be found in the company’s press release of 12 March 2009 and in the prospectus and information brochure that is expected to be made public on 16 March 2009.
The SAS share will trade exclusive of the right to participate in the rights offering from and including 16 March 2009.
For further information
Sture Stølen, Head of Investor Relations, +46 8 797 1451
SAS discloses this information pursuant to the Swedish Securities Market Act and/or the Swedish Financial Instruments Trading Act. The information was provided for publication on March 13, 2009, at 3 p.m. CET.Disclaimer
This document is not being distributed to persons in any state or jurisdiction where the offer or sale of the Rights or Shares is not permitted.
These materials are not an offer for sale of securities in the United States. Securities may not be sold in the United States absent registration with the United States Securities and Exchange Commission or an exemption from registration under the U.S. Securities Act of 1933, as amended. The issuer of the securities does not intend to register any part of the offering in the United States or to conduct a public offering of the Rights or the Shares in the United States.
This document is only being distributed to and is only directed at (i) persons who are outside the United Kingdom or (ii) to investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) or (iii) high net worth companies, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons in (i), (ii) and (iii) above together being referred to as “relevant persons”). The Rights and the Shares are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.
This document is an advertisement and is not a prospectus for the purposes of Directive 2003/71/EC (such Directive, together with any applicable implementing measures in the relevant home Member State under such Directive, the “Prospectus Directive”). A prospectus prepared pursuant to the Prospectus Directive will be published, which, when published, can be obtained from the SAS Group. Investors should not subscribe for any securities referred to in this document except on the basis of information contained in the prospectus.
In any EEA Member State that has implemented the Prospective Directive, this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of the Prospectus Directive.