At the sell-down and listing of Gjensidige Forsikring on Oslo Børs in December 2010, it was possible to purchase shares including a right to bonus shares on given conditions, in a public offering.
What is a bonus share?
A bonus share is an ordinary share in Gjensidige Forsikring ASA which is allocated without further consideration if you own the rebated shares acquired as part of the listing continuously for 12 or 24 months after the first day of listing, i.e. to and including 9 December 2011 and to and including 9 December 2012.
You will receive one bonus share for every ten rebated share which is owned continuously for one year from the first day of listing, if you purchased shares in the public offering in Norway.
If the ownership is continued without pause for two years from the first day of listing, one additional bonus share is allocated per ten rebated share purchased in the public offering in Norway.
Which conditions were set for the shares I was allocated at the sell-down of shares and stock exchange listing of Gjensidige?
At the sell-down of shares in relation to the stock exchange listing of Gjensidige in 2010, shares were offered in the public offering, on the following conditions:
- 10 per cent rebate on the set price per share. The price in the sell-down was set to NOK 59 per share, thus the rebated price per share was NOK 53.10.
- One bonus share for every ten rebated share which is owned continuously to and including 9 December 2011.
- If the rebated shares are owned continuously to and including 9 December 2012, one additional bonus share is allocated for every ten rebated share.
Do I obtain a rebates or right to bonus shares if I purchase shares after the stock exchange listing?
No. The shares in Gjensidige Forsikring are now traded in the open market, at market price.
I acquired shares in the sell-down of shares in relation to the stock exchange listing. Can I acquire more shares and subsequently sell these shares, or will this affect the right to receive bonus shares? (Is the FIFO principle in force?)
The FIFO principle (First In - First Out meaning that the first shares acquired will be the first shares to be sold if parts of the shareholding is sold) is not practiced with regards to the right to receive bonus shares.
How many bonus shares have I received?
You have received one bonus share per ten rebated shares which you owned continuously in the period from the first day of listing to and including 9 December 2011, if you purchased shares in the public offering in Norway. The number of bonus shares was round down to the nearest integer.
Correspondingly, you have received one bonus share per ten rebated shares which you owned continuously in the period from the first day of listing to and including 9 December 2012, if you purchased shares in the public offering in Norway. The number of bonus shares was round down to the nearest integer.
When were the bonus shares allocated?
The bonus shares for 2011 were allocated after end of trading on 9 December 2011.
The bonus shares for 2012 were allocated on 10 December 2012.
Do I have to pay for the bonus shares or are there any transaction costs related to the bonus shares, and do I have to take action to receive them?
No, the allocation and transfer of shares will be handled automatically.
How do I know how many bonus shares I was allocated?
You should have received a notification from VPS. Gjensidige does not have an overview of the amount of bonus shares allocated to each investor.
Have new shares been issued which subsequently have been distributed as bonus shares? Has Gjensidige acquired shares in the market which have subsequently been distributed as bonus shares?
No. Gjensidigestiftelsen (the Gjensidige Foundation) distributed the bonus shares, and the Foundation hence reduced their ownership as a consequence of distributing the bonus shares.
Can I transfer the shares from one VPS account to another VPS account and still maintain the right to receive bonus shares?
The overview of how many bonus shares the investor is entitled to is based on national identity number (“personnummer”) or organization number (not VPS account). An investor moving shares between his or her own VPS account will thus maintain the right to bonus shares.
As long as the investor’s total holding of Gjensidige shares is never registered below the level allocated to the investor at the sell-down in relation to the sell-down, the level of eligible bonus shares will be maintained. If the investor, within 24 months of the sell-down, sells shares so that the total holding of shares is less than the allocation made at the sell-down, the number of eligible bonus shares will be adjusted downwards to reflect this.
I have transferred my shares to another VPS account than the one they were originally registered on. To which VPS account will the bonus shares be transferred?
The bonus shares will be transferred to the VPS account where you have the Gjensidige shares at the time of the allocation of the bonus shares.
I cannot see that the bonus shares have been transferred to my VPS account – what shall I do?
First and foremost you should check that you fulfill the conditions set for the bonus shares. Furthermore, you should check which VPS account the shares should be transferred to, to make sure that you are looking at the correct VPS account. If you have checked the above and have further questions, please contact Gjensidige’s Investor Relations (contact information to be found in the right hand menu).
Are the bonus shares which I have received without consideration entitled to dividend just as the other shares I own?
Do the bonus shares have the same value as the other shares?
Yes – the bonus shares are identical with the other shares listed on Oslo Børs (Oslo Stock Exchange)
How do I sell shares?
You can contact your registrar to acquire or sell shares. Your registrar is the bank or investment company where you have registered your securities account (VPS account). Gjensidige does not offer these kinds of services.
When will I receive dividend for the bonus shares?
Dividend is adopted by the annual general meeting in the spring, after the annual accounts have been published, and is paid based on the share holder register on the day of the annual general meeting. The general meeting in the company will decide whether to distribute dividend based on the advice from the board of directors. Whether dividend will be paid out depends on, among other issues, the company’s financial position and growth ambitions. The payment of dividend is carried out approximately eight business days after the general meeting.
What is considered as the acquisition cost of the bonus shares?
The Directorate of Taxes has decided that the consideration originally paid for the shares acquired in the IPO should be distributed on the shares that were acquired in the IPO as well as the later allotted bonus shares.
How is dividend taxed?
Dividend is taxed as normal share dividends. For further information, pleasesee the prospectus .