OSLO, Norway, May 16, 2002 (PRIMEZONE) -- Findexa II AS and Findexa I AS today announced that on May 13, 2002, they commenced an Exchange Offer to exchange the new e145,000,000 10 1/4% Senior Notes due 2011 issued by Findexa II AS and guaranteed by Findexa I AS which have been registered under the U.S. Securities Act of 1933, as amended, pursuant to a registration statement declared effective on May 8, 2002, for the outstanding e145,000,000 10 1/4% Senior Notes due 2011 issued by Findexa II AS on December 10, 2001 and guaranteed by Findexa I AS. The Exchange Offer will remain open until 5:00 p.m., New York time, on June 12, 2002.
The New Notes will have substantially the same terms as the Old Notes, except that the New Notes will be able to be resold without complying with the registration requirements of the Securities Act of 1933. Any Old Notes not exchanged will continue to have restrictions on their transfer.
Application has been made to list the New Notes on the Luxembourg Stock Exchange. The Common code numbers and ISINs for the Initial Notes are as follows: the Rule 144A Global Note has a Common Code number of 014012630 and an ISIN of XS0140126300; and the Regulation S Global Note has a Common Code number of 014012605 and an ISIN of XS0140126052.
Findexa I AS will exchange all of the Old Notes that are validly tendered and not withdrawn. Tenders may be withdrawn at any time before the expiration of the Exchange Offer.
Holders of Old Notes who wish to tender them for exchange must send to The Bank of New York, as Exchange Agent, on or before the expiration date of the Exchange Offer:
-- a duly completed Letter of Transmittal to the Exchange Agent at
its address specified in the Letter of Transmittal; and
-- if holders do not hold positions through Euroclear or Clearstream,
certificates for their Old Notes must be received by The Bank of
New York along with the Letter of Transmittal; or
-- holders who hold their position through Euroclear or Clearstream
must adhere to the procedures described in the prospectus for the
Exchange Offer under "The Exchange Offer - Exchange Offer
Procedures.
Copies of the Letter of Transmittal and the prospectus are available from each of the Exchange Agents, Euroclear, Clearstream and the Paying Agent in Luxembourg.
Findexa II AS, along with its consolidated subsidiaries and affiliates, is a leading provider of classified directory advertising and associated products and services in Norway and other European countries.
Financial Calendar Information:
May 27: Release of Q1 2002 earnings and operating results
May 28: 14:00 hrs CET: Conference call to discuss Q4 2001 and Q1
2002 earnings. Call details to be distributed with earnings
release
May 30: Filing of quarterly report (6-K)
Link to electronic version of prospectus:
http://reports.huginonline.com/859651/103821.pdf http://reports.huginonline.com/859652/103822.pdf
For exchange offer information, Allison Mitchell, The Bank of New York, acting as exchange agent, +44 20 7964 6402. The address of Bank of New York (Luxembourg) S.A., our exchange agent in Luxembourg, is 1A, Hoehenhof, L-1736 Senningerberg, Luxembourg.