SKF continues the preparations for the separation of its Automotive business; initiates consent solicitation
GOTHENBURG, Sweden, Feb. 7, 2025 /PRNewswire/ -- In September 2024, SKF announced the decision to initiate a separation of its Automotive business with the objective of a separate listing on Nasdaq Stockholm through a Lex Asea distribution to its shareholders.
As the separation process continues, SKF now launches a consent solicitation to holders of its notes, in relation to the contemplated spin-off and to confirm that it will not cause an event of default under the conditions of the notes.
SKF is seeking the consent as a matter of prudence and in order to avoid any potential uncertainty in the future. SKF does not consider that there has been an event of default under any series of the notes.
As previously communicated, SKF considers that the contemplated spin-off of its automotive business would facilitate a clearer focus on distinct opportunities to enhance customer value, accelerate growth, improve competitiveness as well as providing long-term value benefiting customers, employees and other stakeholders.
SKF does not expect the contemplated spin-off to have any negative impact on its strategy, operational or financial conditions of SKF. This implies that the contemplated spin-off would not impact the solvency of SKF and its financial structure would remain solid.
As further described in the announcement, SKF is offering a 0.25% (as a percentage of the principal amount) early voting fee to Noteholders who vote in favour of the approvals at or prior to the applicable early instruction deadline.
For further information, please see the announcement in respect of the consent solicitation which will be published here: https://www.luxse.com/market-overview/market-news.
Aktiebolaget SKF
(publ)
Information in this press release contains information that AB SKF is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out below, on 7 February 2025 at 08:00 CET.
DISCLAIMER
Neither the Consent Solicitation Memorandum, the announcement, nor this press release constitutes an invitation to participate in the consent solicitation in any jurisdiction in which, or to any person to whom, it is unlawful to make such invitation or for there to be such participation under applicable securities laws or regulations. The distribution of the Consent Solicitation Memorandum, the announcement and this press release in certain jurisdictions may be restricted by laws or regulations.
Persons into whose possession the Consent Solicitation Memorandum, the announcement and this press release comes are required by each of Aktiebolaget SKF (publ), the Solicitation Agents, the Fiscal Agents, and the Information and Tabulation Agent to inform themselves about, and to observe, any such restrictions. None of Aktiebolaget SKF (publ), the Solicitation Agents, the Fiscal Agents or the Information and Tabulation Agent will incur any liability for its own failure or the failure of any other person or persons to comply with the provisions of any such restrictions.
Neither the Consent Solicitation Memorandum, the announcement, nor this press release is an offer of securities for sale in the United States or to any U.S. person. Securities may not be offered or sold in the United States absent registration or an exemption from registration. The notes have not been, and will not be, registered under the Securities Act, or the securities laws of any state or other jurisdiction of the United States, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons, unless an exemption from the registration requirements of the Securities Act is available. For the purpose of the Consent Solicitation Memorandum, the announcement and this press release, "United States" means the United States of America, its territories and possessions, any state of the United States of America and the District of Columbia. Terms used in this paragraph have the meaning given to them by the Securities Act.
In addition, the communication of the Consent Solicitation Memorandum, this press release and any other documents or materials relating to the Proposal is not being made, and such documents and/or materials have not been approved, by an authorised person for the purposes of section 21 of the Financial Services and Markets Act 2000 ("FSMA"). Accordingly, such documents and/or materials are not being distributed to, and must not be passed on to, the general public in the United Kingdom. Such documents and/or materials are only directed at and may only be communicated to (1) any person within Article 43(2) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, which includes a creditor or member of Aktiebolaget SKF (publ), and (2) to any other persons to whom these documents and/or materials may lawfully be communicated in circumstances where section 21(1) of the FSMA does not apply.
For further information, please contact:
PRESS: Carl Bjernstam, Head of Media Relations
tel: 46 31-337 2517; mobile: 46 722-201 893; e-mail: carl.bjernstam@skf.com
Group Treasurer: Elisabeth Mosséen,
tel: +46 31-337 6431; mobile: +46 722 156 431; e-mail: elisabeth.mosseen@skf.com
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