DSV, 327 - Completion of the offering

30.04.2009
Not for release, publication or distribution in Australia, Canada, Japan, Hong
Kong or the United States. These materials are not an offer for sale of
securities in the United States. Securities may not be offered or sold in the
United States absent registration or an exemption from registration under the
US Securities Act of 1933, as amended. The issuer of the securities has not
registered, and does not intend to register, any portion of the offering in the
United States, and does not intend to conduct a public offering of securities
in the United States. 

STOCK EXCHANGE ANNOUNCEMENT NO. 327

 
Completion of the offering

 
The offering (the “Offering”) of 19,000,000 new shares and 6,300,000 existing
shares (treasury shares) totalling 25,300,000 shares in DSV A/S (“DSV”) has
been successfully executed through an accelerated bookbuilding process. Please
refer to stock exchange announcements no. 325 of 29 April 2009 and no. 326 of
29 April 2009. 

The offer price is DKK 57 per share, raising gross proceeds to DSV of DKK 1,442
million. 

As the Offering was subscribed approx. 2.2 times by Danish and international
institutional investors, an individual allocation of shares has been made. 

Subject to certain exceptions, DSV has accepted a 180-day lock-up period for
issuance of new shares. 

The proceeds from the capital increase will be used for repayment of
interest-bearing debt. Please refer to DSV's 2008 Annual Report for a
description of the order for the use of free cash flow. 

Capital increase
After the capital increase, the share capital of DSV will consist of
209,150,000 shares of DKK 1.00 each, equivalent to a nominal value of DKK
209,150,000. 

The new shares represent approximately 9.99 % of DSV's registered share capital
before the capital increase and will account for approximately 9.08 % of DSV's
registered share capital upon completion of the capital increase. 

Timetable for the capital increase 
The dates below have been brought forward compared to stock exchange
announcement no. 325, as a result of the closing of the offer on 29 April 2009. 
 
Date of payment against delivery 	5 May 2009
Date of registration of the capital increase with the Danish Commerce and
Companies Agency 	 
5 May 2009
Date for admission for listing of new shares under the existing ISIN code	7 May
2009 

The new shares
The new shares will rank pari passu in all respects with existing DSV shares.

The new shares will be issued to bearer through VP Securities but may be
registered in the name of the holder in the company's register of shareholders.
The Supervisory Board has proposed to the general meeting to be held later
today, to modify the articles of associations whereby the shares shall be
required to be registered in the holder's name. See stock exchange announcement
no. 321 of 15 April 2009. 

The new shares will be negotiable instruments, and no restrictions will apply
to their transferability. No shares, including the new shares, carry or will
carry any special rights. 

Rights conferred by the new shares, including voting rights and dividend
rights, will apply from the time when the capital increase is registered with
the Danish Commerce and Companies Agency. 

The new shares may be recorded in the holder's name in DSV's register of
shareholders through the shareholder's account-holding bank (see above for
proposed change in the articles of associations). 

Taxation and dividends
Dividend payments will be taxed pursuant to current legislation, including any
applicable double taxation treaties. 

The new shares are eligible for any dividends payable in respect of the
financial year ending December 31, 2009. 

DFDS
The transaction with JL-Fondet (Vesterhavet A/S) regarding DFDS A/S as
announced on 13 January 2009 will not be affected by this Offering. The
transaction remains subject to merger control clearance. Feedback is expected
late May or June 2009. A prospectus will be prepared in connection with the
related issuance of 11,083,724 new shares to JL-Fondet at completion of the
transaction. 

ISIN codes
Parent ISIN securities identification code DK0060079531.

Temporary ISIN securities identification code DK0060180255.

Joint Global Co-ordinators and Joint Bookrunners
Danske Markets (division of Danske Bank A/S) and Nordea Markets (division of
Nordea Bank Danmark A/S) acted as Joint Global Coordinators and Joint
Bookrunners in connection with the Offering. 

Yours sincerely,
DSV

Jens Bjørn Andersen	Jens H. Lund		
CEO		CFO

 

This document is only being distributed to and is only directed at (i) persons
who are outside the United Kingdom or (ii) that are qualified investors within
the meaning of Article 2(1)(e) of Directive 2003/71/EC (Prospectus Directive)
and that are either (x) investment professionals falling within Article 19(5)
of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005
(the “Order”) or (y) high net worth companies, and other persons to whom it may
lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order
(all such persons in (i) and (ii) above together being referred to as “relevant
persons”).  The Shares are only available to, and any invitation, offer or
agreement to subscribe, purchase or otherwise acquire such securities will be
engaged in only with, relevant persons.  Any person who is not a relevant
person should not act or rely on this document or any of its contents. 

This document is an advertisement and is not a prospectus for the purposes of
Directive 2003/71/EC  (such Directive, together with any applicable
implementing measures in the relevant home Member State under such Directive,
the “Prospectus Directive”). 

In any EEA Member State that has implemented the Prospective Directive this
communication is only addressed to and is only directed at qualified investors
in that Member State within the meaning of the Prospectus Directive.