Polaris Media ASA (POL) - Polaris Media sells its 9,99% FINN-stake to Schibsted ASA

26 Apr 2024 07:00 CEST

Polaris Media ASA (“Polaris Media”) today announced that it has signed an
agreement (the “Agreement”) to sell its 9.99% stake in Finn.no AS (“FINN”) to
Schibsted ASA (“Schibsted”). 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 authorisation
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.

Advisors
Skandinaviska Enskilda Banken (SEB) acts as exclusive financial advisor and
Advokatfirmaet Schjødt acts as legal advisor to Polaris Media in connection with
the Agreement.

Trondheim, 26 April 2024
POLARIS MEDIA ASA

Disclaimer
This information is considered to include inside information pursuant to the EU
Market Abuse Regulation article 7 and is subject to the disclosure requirements
pursuant to section 5-12 of the Norwegian Securities Trading Act. This stock
exchange announcement was published by Jørgen Aune, at the date and time
as set out above.

Contacts

Per Axel Koch
CEO
+47 481 20 000
per.axel.koch@polarismedia.no

Jørgen Aune
CFO
+47 950 82 656
jorgen.aune@polarismedia.no

More information:
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