OSLO, NORWAY: Polaris Media ASA has signed an agreement to sell its 9.99% stake in Finn.no AS to Schibsted ASA. Polaris Media has been a minority owner in FINN since its incorporation in 2000. The total transaction value in the agreement is NOK 2.5 billion on an equity basis.
Schibsted will settle the transaction by issuance of new Schibsted B-shares to Polaris Media.
Per Axel Koch, CEO of Polaris Media, comments: “This brings our initial investment in 2000 of NOK 5 million in FINN to a new level whereby our shares are exchanged for shares in Schibsted for a total consideration of NOK 2.5 billion. Schibsted, being a listed company with many of the same attributes as FINN, enables us to continue our exposure to the sector at the same time while improving liquidity of our shareholding at a fair price which solidifies Polaris Media’s financial capability. During Polaris Media’s tenure, we have received a total of close to NOK 1 billion from dividends and proceeds from the previous reductions of ownership by 1.37%.”
Kristin Skogen Lund, CEO of Schibsted, comments: “We are pleased to have reached this agreement with Polaris Media, ensuring full ownership and control of FINN. This is another step towards simplifying Schibsted’s structure and unlocking the company’s full potential, following the divestment of our news media operations to the Tinius Trust which was announced in December last year.”
The subscription price per new B-share will be equal to the average of the volume-weighted average price (VWAP) for the existing B-shares traded on the Oslo Stock Exchange for each trading day (i.e. daily VWAP) in the period from and including 19 April to and including 3 May 2024, i.e. five trading days prior to, and five trading days after the signing of the Agreement. Subject to approval of the proposed dividend for 2023 at Schibsted’s Annual General Meeting, the daily VWAP shall be reduced with NOK 2.00 during the days before the shares trade ex-dividend on 29 April 2024 as announced on 7 February 2024, i.e. from and including 19 April to and including 26 April 2024.
The new Schibsted B-shares will be issued through a separate resolution by the Schibsted Board (the “Board”) after the expiry of the five trading days after signing the Agreement. The resolution will be made under the authorization granted by the Annual General Meeting of Schibsted to the Board to issue B-shares up to 10% of the B-share capital. As such, the issuance of the new B-shares is subject to the renewal of the authorisation by the Annual General Meeting of Schibsted scheduled for today, 26 April 2024.
As part of the Agreement, Polaris Media will undertake not to sell or otherwise transfer (or enter into any agreements similar economic effect) the newly issued Schibsted B-shares for a period of 90 days after closing of the transaction.
The shares in the Agreement will be sold from Adresseavisen AS and Polaris Media Nord-Norge AS, both subsidiaries of Polaris Media.
