Reference is made to the previous announcement by Statoil ASA regarding the resolution of the annual general meeting on 11 May 2017 to approve to continue the two-year scrip dividend program through third quarter 2017 (the Scrip Dividend Program) and to distribute a dividend of USD 0.2201 (NOK 1.8784, as announced on 22 May 2017) per share for the fourth quarter of 2016 that shareholders can choose to receive either in new shares of the Company (Dividend Shares) or in cash.
In connection with the Scrip Dividend Program for the fourth quarter of 2016 (the Dividend Issue), the Company will issue up to 160,000,000 Dividend Shares, each with a nominal value of NOK 2.50 per share, for subscription by Existing Shareholders (as described below ).
A prospectus will be prepared for the Dividend Issue.
The subscription period for the Dividend Issue will commence at 09:00 am CEST on May 29, 2017 for shareholders on the Oslo Børs and on 09:00 am CEST on May 30, 2017 for holders of American Depositary Receipts (ADRs) on New York Stock Exchange. The subscription period expires at 23:59 p.m. CEST on 12 June 2017 (the "Subscription Period").
Existing Shareholders who have not subscribed for the Dividend Shares at the time of the expiry of the Subscription Period, will be their dividend in cash without any action on their part on or about June 23, 2017 in Oslo Børs and on June 26, 2017 In respect of ADR holders on New York Stock Exchange.
The subscription price will be equal to the price of the Oslo Børs over the last two days of the Subscription Period for the Dividend Issue, with a deduction for a discount of 5%. The subscription price is expected to be announced on or about 13 June 2017.
Subscriptions for Dividend Shares can be made electronically via VPS 'online subscription system. A link to the subscription system can be found on www.statoil.com/scrip. Existing Shareholders who are considered to be eligible to subscribe for Dividend Shares have a personal account in the VPS subscription system.
ADR holders under the ADR program in the US may make their election through the Deutsche Bank as the depositary for the ADR program.
Eligibility to participate in the Dividend Issue: Only holders of ADRs on the New York Stock Exchange as of May 10, 2017, and shareholders of Statoil on Oslo Børs as of expiry of May 11, 2017, both referred to as "Existing Shareholders", And registered with the Deutsche Bank Trust Company for shareholders on Oslo Børs as of expiry of May 15, 2017 ("the record date") , Will be eligible for Dividend Shares in the Subscription.
The subscription for Dividend Shares by persons located in, or resident of, other than Norway, may be affected by the laws of the relevant jurisdiction. The Dividend Shares may not be subscribed for by Existing Shareholders located in, or resident of, jurisdictions in which the subscription for Dividend Shares would be unlawful. Existing Shareholders located in, or resident of, other than Norway, should inform themselves as to whether restrictions apply to the Dividend Issues and consult their professional advisors if they are in any doubt about any of the contents or application of these restrictions.
The delivery of the Dividend Shares to shareholders on June 23, 2017 and on or around June 26, 2017 for holders of ADRs on New York Stock Exchange. Trading in the Dividend Shares on the Oslo Børs and in the ADRs representing Dividend Shares on New York Stock Exchange is expected to commence on or about 26 June 2017.
Cash payment of the dividend to holders of ordinary shares on Oslo Børs is on or on June 23, and on June 26, 2017 for ADR holders on New York Stock Exchange.
Interests held through financial intermediaries:
Shareholders, who are eligible for participation in the Dividend Issue and who hold their Shares through a financial intermediary and wish to subscribe for Dividend Shares in the Dividend Issue, should instruct their financial intermediary to subscribe for Dividend Shares in accordance with the applicable instructions received from such financial intermediary. The financial intermediary will be responsible for collecting exercise instructions from the shareholders and for informing the Company of their subscription instructions.
DNB Bank ASA, Registrars Department (tel.: +47 23 26 80 20) is acting as Receiving Agent for the Dividend Issue.