Company Announcement 19 October 31, 2012
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.
October 31, 2012
Company Announcement No 20/2012
Registration of capital increase of 76,880,966 new shares with a nominal value of DKK 10 each
Reference is made to Company Announcements No. 18/2012 of 30 October 2012 and No. 19/2012 of 31 October 2012.
In connection with the private placement, Danske Bank A/S has today completed and registered with the Danish Business Authority an increase in its share capital of nominally DKK 768,809,660, equal to 76,880,966 new shares with a nominal value of DKK 10 each, or 8.3% of Danske Bank’s share capital before the increase.
After registration of the increase, Danske Bank’s nominal share capital amounts to DKK 10,086,200,000, and consists of 1,008,620,000 shares with a nominal value of DKK 10 each. Each share with a nominal value of DKK 10 carries one vote at general meetings of Danske Bank.
Consequently, the new shares carry the same rights, including the right to dividends, as existing Danske Bank shares.
The new shares will be listed under the ISIN code (DK0010274414) of Danske Bank’s existing shares on NASDAQ OMX Copenhagen A/S with effect from 1 November 2012.
The expected date of payment against delivery of new shares to investors is 5 November 2012.
Danske Bank A/S
Eivind Kolding, Chairman of the Executive Board, tel. +45 45 14 60 01
Kenni Leth, Head of Press Relations, tel. +45 45 14 56 83/ +45 51 71 43 68
Martin Gottlob, Head of Investor Relations, tel. +45 45 14 07 92
The information contained herein is not for publication or distribution, directly or indirectly, in or into the United States, Canada, Australia or Japan. These written materials do not constitute an offer of securities for sale in any jurisdiction including the United States, nor may the securities be offered or sold in the United States absent registration or an exemption from registration as provided in the U.S. Securities Act of 1933, as amended, and the rules and regulations thereunder. There is no intention to register any portion of the offering in the United States or to conduct a public offering of securities in the United States.
The issue or sale of securities in the offering are subject to specific legal or regulatory restrictions in certain jurisdictions. Danske Bank and its advisers and/or agents assume no responsibility in the event there is a violation by any person of such restrictions.
The information contained herein shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities referred to herein in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such jurisdiction.
This announcement is only addressed to and directed at persons in member states of the European Economic Area (the “EEA”), who are “Qualified Investors” within the meaning of Article 2(1)(e) of the Prospectus Directive. The securities are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with Qualified Investors. This announcement should not be acted upon or relied upon in any member state of the EEA by persons who are not Qualified Investors. For the purposes of this announcement, the expression “Prospectus Directive” means Directive 2003/71/EC as amended and includes any relevant implementing measure in each Relevant Member State. This announcement is an advertisement for the purposes of applicable measures implementing the Prospectus Directive.
The Joint Bookrunners are acting exclusively for Danske Bank and no-one else in connection with the offering. They will not regard any other person as their respective clients in relation to the offering and will not be responsible to anyone other than the Bank for providing the protections afforded to their respective clients, nor for providing advice in relation to the offering, the contents of this announcement or any transaction, arrangement or other matter referred to herein.
None of the Joint Bookrunners or any of their respective directors, officers, employees, advisers or agents accepts any responsibility or liability whatsoever for/or makes any representation or warranty, express or implied, as to the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the announcement) or any other information relating to Danske Bank, its subsidiaries or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of announcement or its contents or otherwise arising in connection therewith.