Stora Enso Board Approves Demerger Plan to List Swedish Forest Assets as Bergslagets Skogar

Stora Enso's board of directors approved a demerger plan on October 30, 2026 to separate its Swedish forest assets business into Bergslagets Skogar AB, a new company to be incorporated in the demerger and listed on Nasdaq Stockholm and Nasdaq Helsinki. The demerger consideration is one new Bergslagets Skogar share for each Stora Enso share. news.cision.com published the stock exchange release.

Stora Enso's Demerger Plan and Share Terms

Under the plan, all assets, rights, debts and liabilities relating to the Swedish forest assets business transfer to Bergslagets Skogar. That business covers ownership, management and development of Stora Enso's forest land and related forestry operations in Sweden, production of paint and colour pigments, and management of renewable energy projects. Stora Enso will not be dissolved.

Each class A share in Stora Enso entitles its holder to one new class A share in Bergslagets Skogar, and each class R share to one new class B share. Stora Enso shareholders keep their existing holdings and need take no separate action to receive the consideration. Stora Enso had 175,431,077 A shares and 613,188,910 R shares outstanding as of October 30, 2026.

Completion requires shareholder approval at an extraordinary general meeting expected on December 15, 2026. The top five shareholders by votes, Solidium Oy, Wallenberg Investments Holdings AB, the Social Insurance Institution of Finland, Ilmarinen Mutual Pension Insurance Company and Varma Mutual Pension Insurance Company, holding about 28.6% of shares and 69.9% of votes, have irrevocably undertaken to attend and vote in favour, subject to customary conditions. Stora Enso has secured up to SEK 9.5 billion in secured term loan facilities for the Bergslagets Skogar group from Nordic lenders.

Roschier, Attorneys Ltd. acts as lead legal counsel to Stora Enso on Swedish and Finnish law, and White & Case LLP as legal counsel on U.S. law for the demerger and the listing process. J.P. Morgan and SEB are lead financial advisors, with BNP Paribas and DNB Carnegie as financial advisors.

Bergslagets Skogar's Targets and Standalone Finances

According to akta.pro company records, the demerger is expected to create Europe's largest listed pure-play forest company by the first half of 2027. Stora Enso reported full year 2025 sales of EUR 9.3 billion and adjusted EBIT of EUR 528 million.

Bergslagets Skogar targets average annual growth in net standing stock volume of 1 percent and a net loan-to-value ratio of 0 to 20 percent. It intends to pay an ordinary dividend of 80 to 100 percent of adjusted net income. For the twelve months ending September 30, 2026, Bergslagets Skogar's illustrative figures show total net sales of SEK 2,119 million, adjusted operating profit of SEK 1,411 million and forest assets of SEK 63,750 million. Net debt at listing is estimated at approximately SEK 9.1 billion.

Stora Enso's Path to the Separation

Stora Enso initiated a strategic review of its Swedish forest assets in June 2025, according to news.cision.com. On November 14, 2025, it announced its intention to separate the business into a new publicly listed company following completion of that review.

On January 8, 2026, Stora Enso announced the proposed members of Bergslagets Skogar's board of directors, and on March 6, 2026, it presented the new company's executive management team. On May 7, 2026, Stora Enso introduced Bergslagets Skogar as the name for its Swedish forest asset company.

Bergslagets Skogar's Capital Markets Day and Listing Steps

Bergslagets Skogar's management team will host its first Capital Markets Day on November 3, 2026, presenting its strategy, strategic targets, dividend policy and capital structure as a standalone business. The notice of the extraordinary general meeting is expected on or about November 2, 2026, and the information brochure for Stora Enso shareholders at the latest on November 24, 2026.

The planned registration of the demerger's completion is March 31, 2027. A prospectus for the admission of Bergslagets Skogar's shares to trading is expected closely following that date and in any case before public trading begins.