Bergen, 27 January 2016: On 2 November 2015, Visa Inc. and Visa Europe Ltd. announced a transaction whereby Visa Inc. will acquire Visa Europe Ltd. (the "Transaction"). The Transaction consists of an upfront cash consideration of EUR 11.5 billion, convertible preferred shares valued at EUR 5.0 billion at the time of announcement, and a conditional cash consideration of up to EUR 4.7 billion, payable after the fourth anniversary of the closing of the Transaction. The Transaction is expected to close in the 2nd quarter of 2016 and is subject to approval from competition authorities in the affected markets.
Skandiabanken ASA is a member the Norwegian association "Visa Norge FLI" ("Visa Norge") which is a shareholder of Visa Europe Ltd. Skandiabanken has received information from Visa Norge, which provides a preliminary estimate of the expected sales proceeds to Visa Norge. The estimate is uncertain and based on various assumptions. The allocation of the potential proceeds between members of Visa Norge is not final but Visa Norge has stated its intention to allocate the proceeds to its members, and indicated that the members' voting rights in Visa Norge may be used for estimation purposes.
Skandiabanken has, in close cooperation with financial advisors and auditors, made thorough evaluations of the financial treatment of the Transaction, including the liquidity in the expected allocated preferred shares, share price risk, currency risk, tax risk and transaction execution risk. The calculation does not include an estimated value of the conditional cash consideration, which may be received four years after the closing of the Transaction, as the conditions for such a distribution are not yet known. Based on the information which was known per 26 January 2016, Skandiabanken has concluded that the estimated fair value of the cash consideration and preferred shares related to the Transaction should be NOK 131 million classified as an asset "available for sale" in the balance sheet per 31 December 2015.
It is assumed that a distribution from Visa Norge to the participating banks will be covered by the exemption method, so that effect on other comprehensive income after tax in 4th quarter 2015 will be NOK 130 million. Estimated effect on CET1 is approximately 0.4%-points.
The quarterly report for 4th quarter 2015, to be announced 9 February 2015, will contain a detailed disclosure of the estimated valuation and the accounting effects.
Contact information investor relations
Magnar Øyhovden, CEO, Skandiabanken ASA +47 959 40 038
Henning Nordgulen, CFO, Skandiabanken ASA +47 952 65 990
About Skandiabanken ASA
In April 2000, Skandiabanken was launched as the first pure digital bank in Norway. Today, the Bank offers a comprehensive range of financial products and services to individuals and households in Norway within payments and card services, deposit-based savings, investment products, long-term loans and short-term loans. The Bank has no branches and all products and services are offered directly through the digital platform which is available on a broad range of user devices. Skandiabanken has 380,000 account customers with a balance, and total assets of NOK 62 billion. For more information, see https://skandiabanken.no/investor-relations