Maersk initiates demerger of APMM's services to a new legal entity (Svitzer Group)
In line with its Global Integrator strategy, A.P. Møller - Mærsk A/S (APMM) has in recent years taken several steps to simplify its business and focus on integrated logistics. Building on this, the Board of Directors of APMM has decided to initiate the separation of APMM’s towage and marine services activities through a demerger. As part of the demerger, the shares in Svitzer A/S #Svitzer and its subsidiaries as well as certain other related assets and liabilities will be contributed by APMM to a new legal entity under the name of Svitzer Group A/S (Svitzer Group), the shares of which are expected to be admitted for trading and official listing on Nasdaq Copenhagen A/S (Nasdaq Copenhagen).
Following the anticipated signing and publication of statutory demerger documents by #APMM on or around 22 March 2024, the Board of Directors of APMM intends to propose the demerger for approval by the #APMM shareholders at an extraordinary general meeting expected to be held on 26 April 2024. Subject to such approval at the extraordinary general meeting of APMM, the shares in Svitzer Group will be distributed to APMM shareholders, who in addition to their existing shareholding in APMM, will become shareholders in Svitzer Group. The anticipated first day of trading for the shares of Svitzer Group on Nasdaq Copenhagen is on 30 April 2024.
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The Board of Directors of APMM intends to propose a single share class structure for Svitzer Group with shares in Svitzer Group being distributed to the APMM shareholders pro-rata based on the nominal value of the shares held in APMM. It will be proposed that the APMM shareholders will receive one share in Svitzer Group per nominal APMM DKK 500 share and two shares in Svitzer Group per nominal APMM DKK 1,000 shares.
The demerger and distribution of the Svitzer Group shares will be tax-exempt for Danish tax purposes. Also, A.P. Møller Holding A/S, which holds around 41.5% of the total share capital in APMM, has agreed to a 360-days lockup of its expected shareholding in Svitzer Group, subject to certain customary exemptions.
Kasper Nilaus, CEO of Svitzer said: “We were established by Emil Z. Svitzer in 1833 to prevent the loss of life and capital at sea. We have built on that legacy over many years and are widely recognised within the maritime and shipping sector as a trusted partner.”
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Nilaus added, “the announcement today signals an exciting new chapter for Svitzer, one that ensures our commitment to delivering efficient, reliable and safe towage and marine services to our valued customers is as strong and dynamic as ever.”
Svitzer has been part of the Maersk Group of companies for more than 40 years, and in 1979 Maersk became a majority shareholder of Svitzer and acquired it shortly after.
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