Den Danske Bank A/S - Offer for Another Company
November 12 1998 - 7:00AM
UK Regulatory
RNS No 5567f
DEN DANSKE BANK SA
12th November 1998
DEN DANSKE BANK MAKES BID FOR FOKUS BANK ASA
Today Den Danske Bank purchased 7,249,086 shares, or 9.97% of the share capital,
of Fokus Bank and is submitting an offer for the remaining shares:
Fokus Bank shareholders will receive a cash offer of 77 Norwegian kroner per
share.
The offer of 77 kroner per share is 10% higher than the price offered by Svenska
Handelsbanken and values Fokus Bank at about NKr5.6bn.
Fokus Bank's name, identity, management and strategy will be retained, and its
head ofice will remain in Trondheim. The acquisition will not entail
redundancies at Fokus Bank.
Interest will accrue on the acquisition amount at a rate of 8% per annum from
the receipt of the acceptances to the settlement date.
CONDITIONS OF THE OFFER
The offer is contingent on the following conditions:
The board of directors of Fokus Bank recommends that the shareholders accept the
offer.
The offer is accepted by shareholders representing at least 90% of the share
capital. Den Danske Bank reserves the right to cancel this condition.
Den Danske Bank receives the necessary approvals from the Norwegian authorities
on terms acceptable to Den Danske Bank.
Fokus Bank does not undertake any transactions before the take-over date that
are outside the sphere of its normal business and are of material consequence
for Den Danske Bank. If any such transactions take place, Den Danske Bank may
revoke the offer.
STOCK EXCHANGE ANNOUNCEMENT
TIMETABLE
Den Danske Bank plans to send the offer document to Fokus Bank shareholders on
Friday, 20 November. The offer period concludes at 4.00pm on 4 December. Den
Danske Bank reserves the right to extend the offer period.
THE OBJECTIVES OF THE OFFER
This offer is a Continuation of Den Dansk Bank's strategy to become a major
financial institution in all of the Nordic countries. In pursuit of this
strategy, the Bank has established branches in Stockholm (1995), Helsinki (1997)
and Oslo (1997).
In 1997, Den Danske Bank acquired Ostgota Enskilda Bank AB, which is
Sweden's fifth-largest commercial bank. Like Fokus Bank Ostgota Enskilda Bank
pursues a strategy emphasising regional familiarity and expertise. With the
acquisition of Fokus Bank, Den Danske Bank would possess a wide-ranging
branch network in Denmark, Sweden and Norway.
Thus far in 1998 Den Danske Bank has expanded its capital markets activities
with acquisitions of brokerage firms in Norway, Sweden and Finland. These
additions have given the Bank coverage of the securities markets throughout
the Nordic region.
Den Danske Bank wishes to develop Fokus Bank as a strong region commercial bank
with a Norwegian identity and under its present name.
Fokus Bank's head office will remain in Trondheim. The Bank will consider
establishing branches in areas where Fokus Bank is not yet represented.
Den Danske Bank will continue the established personnel policy at Fokus Bank.
The acquisition will not entail redundancies at Fokus Bank. On the contrary,
as part of Den Danske Bank, Fokus Bank staff will obain considerable
opportunities for development.
Den Danske Bank intends to establish a close administrative collaboration with
Fokus Bank. Fokus Bank will thus acquire administrative capabilities in several
areas. Fokus Bank's competitive position will be strengthened by access to Den
Danske Bank's product range and international network, while Den Danske Bank
expands its distribution system.
DEN DANSKE BANK
Den Danske Bank Group is the largest financial Services provider in Denmark. At
year-end 1997 the Bank's total assets were DKr527bn, and its shareholders'
equity stood at DKr27.5bn. The net profit for 1997 was DKr4.2bn and the profit
on ordinary operations DKr4.8bn.
Den Danske Bank has 420 branches in Denmark. Through wholly-owned subsidiaries
Den Danske Bank offers its customers mortgage finance (Danske Kredit), asset
management (Danske Capital Management), factoring (Forenede Factors) and
consumer credit (HandelsFinans). The Group also offers leasing services
(Nordania) and, through its wholly-owned insurance subsidiary Danica, a wide
range of insurance services.
Den Danske Bank has had a branch in Norway since 1997. The branch's business
has developed significantly, and today it has a staff of 28.
Den Danske Bank also has branches in Hamburg, Helsinki, Hong Kong, London, New
York and Singapore; a subsidiary in Luxembourg; and representative offices in
Tokyo and Warsaw.
Since the acquisition of the Swedish bank Ostgota Enskilda Bank, Den Danske Bank
Group has had 38 branches in Sweden, including branches in Stockholm,
Gothenburg and Malmoe. Several of these branches are operated under other names
for instance Provinsbanken Skane-Malmo.
Den Danske Bank is listed on the Copenhagen Stock Exchange and has about 250,000
shareholders. Two shareholders, Arbejdsmarkedets Tilloegspension and Tank-og
Ruteskibe i Interessentskab, have notified the Bank that they each hold more
than 5% of its share capital.
Press conferences and analysts' presentations will be held today at 2pm at the
Radisson SAS Scandinavia Hotel, Holbergsgate in Oslo and at 6pm at the Royal
Garden Hotel in Trondheim.
FROM: DEN DANSKE BANK
Contact persons:
Peter Straarup, Chairman of the Executive Board, Den Danske Bank Copenhagen,
tel. +45 3344 0107.
Jakob Brogaard, Member of the Executive Board, Den Danske Bank, Copenhagen,
tel. +45 3344 2600,
Karsten Knudsen, Member of the Executive Board, Den Danske Bank, Copenhagen,
tel. +45 3344 1101.
END
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