- In the intended merger between APK and VPC, VPC offers new shares
and cash to OMHEX as consideration for all outstanding shares in APK.
- Following the transaction, OMHEX and the four principal owners of
VPC - FöreningsSparbanken, Nordea Bank, Skandinaviska Enskilda Banken, and Svenska Handelsbanken - will each own approximately 19.8 per cent of NCSD.
- Additional Finnish market participants will be invited by the
principal owners of NCSD to subscribe for new shares representing up to a 10 per cent ownership in NCSD.
- The appointment of VPC's CEO Kjell Arvidsson as the Group CEO of
NCSD is proposed.
- As part of the Letter of Intent, NCSD will acquire a license from
OMHEX for the use of EXIGO in the Nordic region and with the intent to use EXIGO as a new common technology platform going forward in close cooperation with the market participants.
- The total value of the proposed transaction amounts to
approximately SEK 1,020 million, including the EXIGO license but excluding future development and maintenance costs.
- The proposed transaction is subject to due diligence and relevant regulatory approvals.
Jukka Ruuska, President of HEX Integrated Markets and deputy CEO of OMHEX: "The creation of a strong Nordic CSD is an important part of fulfilling our common vision of a truly integrated Nordic securities market. The common CSD platform and harmonization of trading as well as clearing and settlement practices will generate benefits for all market participants by facilitating access to and operations in the Nordic markets, thus making it also more attractive to new participants."
Kjell Arvidsson, CEO of VPC and proposed Group CEO of NCSD: "This transaction will make it possible to enhance existing infrastructure and the services that we provide for market participants, issuers and investors, both private individuals and corporate enterprises. The knowledge and experience within the current operations of APK and VPC give us a solid platform for further development. During recent years, the Nordic CSDs have had a constructive and close dialogue and we share common views on how to develop the Nordic markets. The proposed merger, creating a joint Finnish-Swedish CSD, is a first step in fulfilling our ambitions and increases the competitiveness of the Nordic financial markets."
Magnus Böcker, President and CEO, OMHEX: "This is another important step in the integration of the Nordic securities markets and it is in line with OMHEX's strategy to enable efficient securities transactions. It is also consistent with our belief that integration of the financial infrastructure is key to market efficiency and customer value. By promoting integration and the benefits of common technology platforms, we continue to improve market efficiency."
Björn G Olofsson, Chairman of VPC: "We hope this will be the first step in a further consolidation and integration of the Nordic markets. It is important to develop the local Nordic market model in order to meet demands from both domestic and international customers. This transaction will create favorable conditions for increased operational efficiency which will be to the advantage to all market participants."
