At their meeting today the Board of Directors of SpareBank 1 SMN decided to make the following proposals to the Supervisory Board:
1. Increase of the Bank's PCC capital by means of a bonus issue.
The PCC capital will be increased by NOK 289,309,025 - from NOK 1,446,545,150 to NOK 1,735,854,175 - through the issue 11,572,361 new PCCs.
The bonus issue will be funded by transfer of NOK 235,522,000 from the Bank's PCC premium reserve and NOK 53,787,025 from the Bank's dividend equalisation fund. The new PCCs will have a nominal value of NOK 25 and will be issued at par value.
A total of 11,572,361 new PCCs, each of NOK 25, will be issued on a five (old) for one (new) basis. Allocation will be based on the number of PCCs owned by the individual PCC holder on the day the Supervisory Board makes its final decision. After the bonus issue the overall number of PCCs will total 69,434,167.
PCC holders who, based on the above ratio, own PCCs in respect of which no new PCCs will be issued, will be entitled to fraction-PCCs for their left-over PCCs. The Bank will sell PCCs held by owners of fraction-PCCs on the owners' behalf. Sale will take place in the market on the first trading day after the bonus issue is registered with VPS (the central securities depository). The pro rata portion of the sale proceeds to which each fraction-PCC-holder is entitled will be credited to the dividend account of that person at VPS as soon as practicably possible.
The new PCCs will have the same priority as existing PCCs.
The new PCCs confer the right to dividend as from the financial year 2009, and other rights as from the date of registration of the increase of capital with the Register of Business Enterprises.
2. Amendment of the Articles of Association, Chapter 2, Article 2-1, third paragraph.
In conformity with the above, it is proposed that Chapter 2, Article 2-1, third paragraph, of the Bank's articles of association be amended to:
"The savings bank's PCC capital shall be NOK 1,735,854,175 divided into 69,434,167 PCCs of NOK 25 each, fully paid-up."