UBS AG / Capital Increase
22.05.2008
Release of a Adhoc News, transmitted by DGAP - a company of EquityStory AG.
The issuer is solely responsible for the content of this announcement.
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UBS AG announces final terms of the announced rights issue
Zurich/Basel, 22 May 2008 The Board of Directors of UBS AG has determined
the final terms of the public offering of 760,295,181 new shares, which
will be subject to the subscription rights of existing shareholders (the
'rights issue'). The rights issue was fully underwritten by a syndicate of
banks on 1 April 2008 and the related capital increase was authorized by
the shareholders of UBS AG on 23 April 2008.
Shareholders will be allotted one subscription right for each existing
share held. The exercise of 20 subscription rights will entitle the holder
to subscribe for 7 new shares at a subscription price of CHF 21.00 per new
share.
UBS's Board of Directors approved yesterday an increase in the share
capital of UBS AG through the issue of 760,295,181 fully paid-in registered
shares with a par value of CHF 0.10 each. Upon completion of the
transaction, 2,932,567,127 fully paid-in registered shares with a par value
of CHF 0.10 each will be outstanding.
The Board of Directors has set the subscription price for the new shares at
CHF 21.00 per new share, which is expected to translate into gross proceeds
of approximately CHF 15.97 billion. The subscription price of CHF 21.00
compares to a closing price of the UBS shares on SWX Europe on 21 May 2008
of CHF 30.64.
The rights issue has been fully underwritten by a syndicate of banks led by
JPMorgan, Morgan Stanley, BNP Paribas and Goldman Sachs.
Shareholders will be allotted one subscription right for each existing
share held at the close of business on 26 May 2008. The exercise of 20
subscription rights entitles the exercising holder to subscribe for 7 new
shares against payment of the subscription price.
Subscription rights will be traded from 27 May 2008 through 9 June 2008 on
SWX Europe and the New York Stock Exchange (NYSE). The exercise period for
subscription rights held in the SIS SegaIntersettle ('SIS') system will run
from 27 May 2008 to 12:00 noon Swiss time on 12 June 2008. The exercise
period for subscription rights held in The Depository Trust Company ('DTC')
system will run from 27 May 2008 to 5:00 p.m. New York time on 10 June
2008. The Joint Bookrunners, on behalf of the syndicate of banks, may
place any new shares which have not been subscribed for through an offering
in selected jurisdictions or in open market transactions on or about 12
June 2008.
It is planned to have the new shares listed on the SWX Swiss Exchange, NYSE
and the Tokyo Stock Exchange (TSE). Application has been made for trading
in the new shares to commence on SWX Europe, the NYSE and the TSE on 13
June 2008.
The new shares will be fully fungible with existing shares.
Expected timetable for the share capital increase
26 May 2008
Record date for the allocation of subscription rights (close of business)
27 May 2008
Existing UBS shares begin trading 'ex-subscription right'
Start of rights trading on SWX Europe and the NYSE
Start of subscription period
9 June 2008
End of rights trading period
10 June 2008
End of subscription period for the subscription rights held in the DTC
system (5 p.m. New York time)
12 June 2008
End of subscription period for the subscription rights held in the SIS
system (12:00 noon Swiss time)
13 June 2008
First trading day of new shares
17 June 2008
Payment and delivery of the new shares
Holders of rights are advised to seek and follow instructions from their
custodian bank or broker in relation to the proper and timely exercise or
sale of their rights.
UBS
UBS is one of the worlds leading financial firms, serving a discerning
international client base. Its business, global in scale, is focused on
growth. As an integrated firm, UBS creates added value for clients by
drawing on the combined resources and expertise of all its businesses.
UBS is the leading global wealth manager, a leading global investment
banking and securities firm, and one of the largest global asset managers.
In Switzerland, UBS is the market leader in retail and commercial banking.
UBS is present in all major financial centers worldwide. It has offices in
50 countries, with about 38% of its employees working in the Americas, 33%
in Switzerland, 16% in the rest of Europe and 13% in Asia Pacific. UBS
employs more than 80,000 people around the world. Its shares are listed on
the Swiss Stock Exchange (SWX), the New York Stock Exchange (NYSE) and the
Tokyo Stock Exchange (TSE).
Notice to Shareholders in Switzerland and the European Economic Area
This publication constitutes neither an offer to sell nor a solicitation to
buy securities. It does not constitute an offering prospectus within the
meaning of Art. 652a of the Swiss Code of Obligations, nor a listing
prospectus within the meaning of the SWX Swiss Exchange Listing Rules. The
offer will be made solely by means of, and on the basis of, an offering and
listing prospectus which is to be published. An investment decision
regarding subscription rights or the shares of UBS AG should only be made
on the basis of the offering and listing prospectus. The offering and
listing prospectus is expected to be published on May 23, 2008 and will be
available free of charge from UBS Investment Bank, Prospectus Library, P.O.
Box, CH-8098 Zurich, Switzerland, J.P. Morgan Securities Ltd., Junghofstr.
14, 60313 Frankfurt am Main, Germany or Morgan Stanley Bank AG,
Junghofstrasse 13-15, 60311 Frankfurt am Main, Germany or on UBS AGs
website (www.ubs.com).
Other than in Germany, Austria, the United Kingdom, France, Italy and
Liechtenstein, no action has been or will be taken in any member state of
the European Economic Area which has implemented the EC Directive
2003/71/EC of the European Parliament and of the Council dated November 4,
2003 (each a 'Relevant Member State') that would permit a public offering
of the rights and/or the new shares, or the distribution of a prospectus or
any other offering material relating to the rights and/or the new shares in
any Relevant Member State.
This communication is directed only at persons (I) who are outside the
United Kingdom or (II) who have professional experience in matters relating
to investments falling within article 19(5) of the Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the
'Order') or (III) who fall within article 49(2)(a) to (d) ('high net worth
companies, unincorporated associations etc.') of the Order (all such
persons together being referred to as 'Relevant Persons'). Any person who
is not a Relevant Person must not act or rely on this communication or any
of its contents. Any investment or investment activity relating to the
placing of any new shares which have not been subscribed for through an
offering in selected jurisdictions or in open market transactions is
available only to Relevant Persons and will be engaged in only with
Relevant Persons.
Notice to U.S. Persons
The issuer has filed a registration statement (including a prospectus) with
the Securities and Exchange Commission (the 'SEC') for the offerings to
which this communication relates. Before you invest, you should read the
prospectus in that registration statement and other documents the issuer
has filed with the SEC for more complete information about the issuer and
these offerings. You may get these documents for free by visiting EDGAR on
the SEC Web site at www.sec.gov. Alternatively, the issuer, any
underwriter or any dealer participating in the offerings will arrange to
send you the prospectus if you request it by calling UBS AG at
+41-44-236-6770 or, if you are calling from the United States of America,
by calling toll-free +1-866-541-9689.
Notice to Japanese Investors
Any securities referred to in this release have not been or will not be
registered under the Financial Instruments and Exchange Law of Japan and
therefore no offering with respect to such securities in Japan is
permitted.
Notice to all Other Investors
This publication constitutes neither an offer to sell nor an invitation to
buy securities. The offer will be made solely by means of, and on the
basis of, an offering and listing prospectus which is to be published and
only in those jurisdictions and to such persons in and to which such offer
or invitation is not unlawful.
UBS AG
Investor Relations
Tel. +41 44 234 41 00
E-Mail sh-investorrelations@ubs.com
DGAP 22.05.2008
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Language: English
Issuer: UBS AG
Bahnhofstrasse 45
CH-8098 Zürich
Schweiz
Phone: +41 44 234 4100
Fax: +41 44 234 3415
E-mail: info@ubs.com
Internet: www.ubs.com
ISIN: CH0024899483
WKN: UB0BL6
Listed: Freiverkehr in Berlin, München, Hamburg, Düsseldorf,
Stuttgart; Open Market in Frankfurt; Foreign Exchange(s) SWX
End of News DGAP News-Service
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DGAP-Adhoc: UBS AG: UBS AG announces final terms of the announced rights issue
| Source: EQS Group AG