Not for release, publication or distribution, directly or indirectly, in the United States, Canada, Australia, Hong Kong or Japan
Getinge to carry out a rights issue of approximately SEK 1,990 million
• New share issue of approximately SEK 1,990 million with preferential rights for the shareholders of Getinge AB (“Getinge”)
• Shareholders in Getinge are entitled to subscribe for one (1) new Class A share and Class B share for every nine (9) existing Class A shares and Class B shares held, respectively
• Subscription price set at SEK 83.50 per share
• Subscription period from and including December 3, up to and including December 18, 2008
• Carl Bennet AB has undertaken to subscribe for its portion of the rights issue as well as all shares not subscribed for by other shareholders
In view of the previously announced acquisition of Datascope Corp. and in order to create the financial strength necessary to take advantage of attractive acquisition opportunities, the Board of Getinge on November 21, 2008 resolved , by virtue of the General Meeting’s authorization on November 14, 2008, to issue a maximum of 23,832,337 new shares with preferential right for Getinge’s shareholders. By way of the new share issue resolution, those who are registered as shareholders in Getinge (with reservations for the restrictions that will be presented in the prospectus) on the record date of November 28, 2008 are entitled to subscribe for one (1) new Class A share for every nine (9) existing Class A shares held and one (1) new Class B share for every nine (9) existing Class B shares held. Shares not subscribed for with subscription rights may be subscribed for with subsidiary preferential right.
If fully subscribed, the rights issue will increase the share capital of the Company by SEK 11,916,168.50 from a total of SEK 107,245,520, to a total of SEK 119,161,688.50. The subscription price has been set at SEK 83.50 per share, which entails that the company, in the event of full subscription, will raise approximately SEK 1,990 million before deduction for issue costs. Shares shall be subscribed for through cash payment during the period from and including December 3, up to and including December 18, 2008.
Getinge’s main shareholder, Carl Bennet AB, representing 18.0% of the share capital and 48.8% of the votes in Getinge, has undertaken to subscribe for its portion of the new share issue as well as to subscribe for all shares not subscribed for by other shareholders.
Timetable for the new share issue:
November 25, 2008: Last day of trading including the right to participate in the new share issue
November 27, 2008: Prospectus made public and made available on Getinge’s (www.getingegroup.com) and SEB Enskilda’s (www.seb.se/prospekt) websites
November 28, 2008: Record date for participation in the new share issue, i.e. shareholders registered in the share register of Getinge on this day will receive subscription rights for participation in the new share issue
December 3 – 15, 2008: Trading in subscription rights
December 3 – 18, 2008: Subscription period
Financial and legal advisor
SEB Enskilda is financial advisor to Getinge. Mannheimer Swartling is legal advisor.
Getinge, November 24, 2008
Getinge AB (publ)
For further information:
Johan Malmquist, CEO
Ulf Grunander, CFO
+46 (0)35 15 55 00
The information is such that Getinge AB must disclose in accordance with the Swedish Securities Market Act and/or the Financial Instruments Trading Act. The information was submitted for publication on November 24, 2008, at 08:00 a.m. CET.