Major shareholder announcements
Major shareholder announcement
NOT FOR RELEASE OR DISTRIBUTION OR PUBLICATION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN
This announcement does not constitute an offering circular and nothing herein contains an offering of securities. No one should purchase or subscribe for any securities in DONG Energy A/S ("DONG Energy" or the "Company") except on the basis of information in the offering circular published by DONG Energy in connection with the offering and admission of such securities to trading and official listing on Nasdaq Copenhagen A/S (“Nasdaq Copenhagen”).
Pursuant to section 29 of the Danish Securities Trading Act and Danish Executive Order no. 1256 of 4 November 2015 on major shareholders, DONG Energy has today been notified by New Energy Investment S.à r.l. (“NEI”) that NEI has sold 13,272,435 shares, each with a nominal value of DKK 10, corresponding to a total nominal amount of DKK 132,724,350 as part of the initial public offering and admission for listing and trading of DONG Energy's shares on Nasdaq Copenhagen A/S.
Moreover, DONG Energy has been informed that today NEI lent 5,375,813 shares in DONG Energy pursuant to a share lending agreement entered into in connection with the overallotment of shares by the underwriters in connection with the initial public offering of shares in DONG Energy.
Upon the sale and lending of such shares, NEI holds 55,944,742 shares in DONG Energy equal to 13.39% of the share capital and voting rights in DONG Energy. Accordingly, NEI will have reduced its shareholding in DONG Energy below the threshold of 15 % of the share capital and voting rights in DONG Energy. If the overallotment option granted by NEI is not exercised in full, shares corresponding to the unexercised part of the overallotment option will be redelivered to NEI.
NEI is a limited liability company organized under the laws of Luxembourg under reg. no. B181487. The address of NEI is 2 Rue de Fossé, L-1536 Luxembourg, Grand Duchy of Luxembourg.
As at the date hereof, NEI is controlled by New Energy I S.à r.l. (“NE I”) and New Energy II S.à r.l. (“NE II”). NE I, which possesses the majority of voting rights in NEI, and NE II are limited liability companies organized under the laws of Luxembourg and are controlled by entities which are under the control of the Merchant Banking Division of The Goldman Sachs Group, Inc.. These entities include Danish Energy Investors B, L.P., a Cayman Islands limited partnership, which possesses the majority of voting rights in NE I.
The information provided in this announcement does not change DONG Energy’s previous financial guidance for the 2016 financial year.
For additional information, please contact:
+45 99 55 95 52
Henrik Brünniche Lund
+45 99 55 97 22
This announcement does not constitute an offer to sell or a solicitation of an offer to buy or subscribe for any shares or other securities of DONG Energy A/S or affiliates thereof. The announcement is not directed to any person resident in any jurisdiction in which the submission or distribution of this announcement would contravene the law of such jurisdiction. This announcement may not be distributed to persons resident in any such jurisdiction. Accordingly this announcement may not be distributed in any jurisdiction outside Denmark if such distribution would require any registration, qualification or other requirement. Any person acquiring possession of this announcement is expected and assumed to obtain on his or her own accord any necessary information on any applicable restrictions and to comply with such restrictions.
DONG Energy is one of the leading Energy groups in Northern Europe, headquartered in Denmark. Around 6,700 ambitious em¬ployees are engaged in developing, constructing and operating offshore wind farms; generating power and heat from our power stations; providing energy to residential and business customers; and producing oil and gas. Group revenue was DKK 71bn (EUR 9.5bn) in 2015. For further information, see www.dongenergy.com.