NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN.
Today’s Extraordinary General Meeting (EGM) of Nordea Bank AB (publ) approved the Board of Directors’ resolution announced on 10 February 2009. Terms and conditions were announced 11 March 2009 by a press release. The resolution means that Nordea’s capital base will be strengthened by up to approximately EUR 2.5bn by issuance of new ordinary shares with pre-emptive rights for existing shareholders.
Furthermore the EGM meeting decided to amend the articles of association so that the allowed range for the share capital shall be at minimum 2,700,000,000 euro and at maximum 10,800,000,000 euro. The range for the allowed number of shares was changed correspondingly to be a minimum 2,700,000,000 shares and a maximum 10,800,000,000 shares.
For further information:
Fredrik Rystedt, Chief Financial Officer, +46 8 614 7812
Johan Ekwall, Head of Investor Relations, +46 8 614 7852
The information above has been made public according to the Securities Market Act and the Financial Instruments Trading Act. This information was published at 11.15 am on 12 March 2009.
NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN
This press release is not an offer for subscription for shares in Nordea. A prospectus relating to the rights issue referred to in this press release and the subsequent listing of the ordinary shares at NASDAQ OMX Stockholm, Helsinki and Copenhagen will be prepared and filed with the Swedish Financial Supervisory Authority. After approval and registration of the prospectus by the Swedish Financial Supervisory Authority, the prospectus will be published and made available on inter alia Nordea’s website.
The distribution of this press release in certain jurisdictions may be restricted. This press release does not constitute an offer of, or an invitation to purchase, any securities of Nordea in any jurisdiction.
This press release does not constitute or form part of an offer or solicitation to purchase or subscribe for securities in the United States. The securities referred to herein may not be sold in the United States absent registration or an exemption from registration under the US Securities Act of 1933, as amended. Nordea Bank AB (publ) does not intend to register any portion of the offering of the securities in the United States or to conduct a public offering of the securities in the United States. Copies of this announcement are not being made and may not be distributed or sent into the United States, Canada, Australia or Japan.
This communication is directed only at (i) persons who are outside the United Kingdom or (ii) persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) and (iii) high net worth entities, and other persons to whom it may lawfully be communicated, falling within Article 49(2) of the Order (all such persons together being referred to as “relevant persons”). Any investment activity to which this communication relates will only be available to and will only be engaged with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.