Released 10.09.2015 07:01:39

Schibsted ASA (SCHA/SCHB) – Successful placement of B-shares

Schibsted ASA (“Schibsted” or “the Company”) is pleased to announce the successful completion of the offering of 10,800,361, million B-shares announced yesterday, equal to 5.0% of the existing total share capital of the Company or equal to 10.0% of the B-shares outstanding (the “Offering”). The Offering consisted of a private placement to institutional investors in Norway and internationally. The Offering received good support, and was completed at an offer price of NOK 246 per share, which was determined through an accelerated book-building process. Settlement is expected to occur on or around 14 September, 2015.

Gross proceeds of the Offering amounted to NOK 2.656.888.806 million or approximately USD 323 million assuming a NOK/USD exchange rate of 8.22. The net proceeds will strengthen the Company’s capital base and be used to finance strategic acquisition activities, especially within the Online Classifieds segment. The Company’s overall strategy remains firm; to continue to pursue growth in Online classifieds, develop world class digital media houses and to leverage digital ecosystems to accelerate adjacent growth models. The Company is ramping up its technology portfolio and capabilities in order to take out the full synergy potential across all business areas.

Schibsted retained Skandinaviska Enskilda Banken AB (publ.), Oslo branch (“SEB”) and Goldman Sachs International (“GS”) as joint bookrunners in connection with the Offering (jointly, the “Managers”).

In accordance with the authorisation granted to the board of directors at the Company’s Annual General Meeting held on May 8, 2015, the Board of directors has approved an issuance of 10,800,361 million new shares (the “New Shares”) at a price per share equal to the offer price for the Offering.

Following the completion of the Offering and the issue of the New Shares, Schibsted’s share capital will increase by NOK 5,400,180.5 to NOK 113,403,795.5, comprising of 108,003,615 A-shares and 118.803.976 B-shares with a nominal value of NOK 0.50 per share.

Schibsted and Blommenholm Industrier AS have entered into a share lending agreement in order to facilitate delivery of the New Shares allocated in the Offering on a delivery versus payment basis. As a result, the shares allocated in the Offering will be settled with existing and unencumbered B-shares already listed on the Oslo Stock Exchange borrowed from Blommenholm Industrier AS. Upon settlement of the Offering, the capital increase will be registered in the Norwegian Register of Business Enterprises. It is expected that the New Shares will be issued on or about the time of settlement of the Offering. When the shares are issued, they will be delivered to Blommenholm Industrier AS to satisfy obligations under the share lending agreement.

In connection with the Offering the Board of directors of the Company has resolved to set aside the pre-emptive rights of the existing shareholders. The Board considers this to be in the best interests of the Company and the shareholders since it will allow the Company to raise capital more quickly, at a lower discount and with significantly lower transaction costs than a rights offering would allow.

Schibsted has agreed not to undertake a further issue or sale of B-shares or securities convertible into such shares for a period of 90 days following settlement of the Offering with the Managers, subject to customary exceptions.

For further information, please contact:
Trond Berger, CFO. Tel: +47 916 86 695

Oslo, 10 September 2015
Schibsted ASA

Jo Christian Steigedal
Head of Investor Relations

In any EEA Member State that has implemented Directive 2003/71/EC (such Directive and amendments thereto, including Directive 2010/73/EU together with any applicable implementing measures in the relevant home Member State, the “Prospectus Directive”), this communication is only addressed to and directed at qualified investors in that Member State within the meaning of the Prospectus Directive.

In addition, in the United Kingdom, this announcement is not being distributed, nor has it been approved for the purposes of Section 21 of the Financial Services and Markets Act 2000 (“FSMA”), by a person authorised under FSMA and is directed only at persons (i) who are persons having professional experience in matters relating to investments who fall within the definition of “investment professionals” in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”), or (ii) persons who are high net worth entities falling within Article 49(2)(a) to (d) of the Order, or (iii) other persons to whom it may lawfully be communicated (“relevant persons”). Under no circumstances should persons who are not relevant persons rely or act upon the contents of this announcement. Any investment or investment activity to which this announcement relates in the United Kingdom is available only to, and will be engaged only with, relevant persons.

This announcement is not an offer for sale of securities in the United States. Securities may not be offered or sold in the United States absent registration with the United States Securities and Exchange Commission or an exemption from registration under the U.S. Securities Act of 1933, as amended. Schibsted ASA does not intend to register any part of the offering in the United States or to conduct a public offering in the United States of the shares to which this announcement relates.