--- title: Bergslagets Skogar, Stora Enso's SEK 64bn Swedish Forest Spin-Off, Goes to a Shareholder Vote on 15 December description: What is Bergslagets Skogar? Stora Enso's Swedish forest spin-off, its shares, dividend policy and the 15 December shareholder vote, explained. author: Darie Nani (Editor-in-Chief) date: 2026-11-07T13:30:00.002Z updated: 2026-11-07T13:30:00.025Z canonical: https://www.sovereignmagazine.com/article/what-is-bergslagets-skogar image: https://cdn.nanimediahouse.com/bergslagets-skogar-forest-drone-527608.webp categories: Markets content_type: News region: Sweden, Finland publication: Sovereign Magazine schema_type: Article --- Stora Enso has called an extraordinary general meeting in Helsinki on 15 December, where its shareholders will vote on splitting off the company's Swedish forests into a separately listed company, Bergslagets Skogar AB. If they approve and the demerger completes as planned on 31 March 2027, every shareholder will receive one Bergslagets Skogar share for each Stora Enso share they own, and keep their Stora Enso shares. Stora Enso's board approved the demerger plan on 30 October, almost a year after the Finnish-Swedish group first said, in November 2025, that it would list the Swedish forest assets separately following a strategic review. Hans Sohlström, Stora Enso's president and chief executive, said the split would give Bergslagets Skogar "the independence to realise the full potential of its high-quality forest assets." Holders of class A shares will receive new class A shares, and holders of class R shares will receive class B shares, without having to do anything. Bergslagets Skogar intends to apply for trading on Nasdaq Stockholm and Nasdaq Helsinki as soon as possible after completion, once a listing prospectus is published. ## Bergslagets Skogar Would Own More Than 1.2 Million Hectares of Swedish Forest Valued at SEK 63.75 Billion The new company would take over Stora Enso's forest land and forestry operations in Sweden, along with a paint and colour pigments business and the management of renewable energy projects. Tuomas Hallenberg will run it as chief executive, and Johan Trolle-Löwen is the proposed chair. The name comes from Bergslagen, the historic Swedish mining and forestry region, and the company's logo uses the B that Stora Kopparbergs Bergslags, the enterprise behind the Falun copper mine, once used to mark its timber. According to preliminary, unaudited figures Stora Enso published with the plan, the forest business had net sales of SEK 2.1 billion and adjusted operating profit of SEK 1.41 billion in the twelve months to 30 September. IFRS operating profit, which includes the rise in the value of the standing trees, was SEK 5.2 billion. Free cash flow was SEK 984 million, a free cash flow return of 1.6% on the average value of the forests over the period. The board has set a long-term target of 2%, alongside growing the net standing stock of timber by 1% a year on average. Bergslagets Skogar plans to pay out 80 to 100% of adjusted net income as ordinary dividends. Stora Enso defines adjusted net income as net profit excluding changes in the value of the trees, disposal gains and losses and one-off items, less after-tax reforestation investment. The company will list with about SEK 9.1 billion of net debt, financed with up to SEK 9.5 billion of secured term loans from Nordic lenders, and the board's target for net loan-to-value is 0 to 20%. The company would seek returns from timber sales, forest growth, rising forest values and other uses of its land, and Hallenberg has named renewable energy and climate solutions as further sources of value, the Finnish forestry title Metsätrans reported. "Forest land is a long-term asset class where value is generated through biological growth and sustainable forest management," Hallenberg said in May. Stora Enso said in November 2025 that its Swedish forests had delivered a total return of 7% a year over three decades, Wood Central reported. Bergslagets Skogar describes itself as set to become Europe's largest listed pure-play forest company. ## Stora Enso Would Keep Packaging and Renewable Materials With About €800 Million Less Net Debt Stora Enso said its reported sales would barely change after the split because most forest sales were internal, while its IFRS operating profit would fall by roughly the amount Bergslagets Skogar earns. On an illustrative basis, Stora Enso's adjusted EBIT excluding the forest company was about €400 million for the twelve months to 30 September, and its net debt falls by about €800 million at completion. Stora Enso intends to keep buying wood from Bergslagets Skogar under an 18-year supply agreement at market-based prices, covering an estimated 9% of its Nordic wood and fibre needs, according to Wood Central. The split follows a 2025 deal in which Stora Enso sold 175,000 hectares of Swedish forest for €900 million. ## The Five Largest Holders, With 69.9% of the Votes, Have Pledged to Back the Split To pass, the plan needs two-thirds of the votes cast and shares represented at the meeting, and two-thirds within each share class represented. Shareholders can only approve or reject the plan, not amend it. The five largest holders by votes, Solidium, Wallenberg Investments Holdings, the Social Insurance Institution of Finland (Kela), Ilmarinen and Varma, hold about 28.6% of the shares and 69.9% of the votes, and have irrevocably undertaken, subject to customary conditions, to vote in favour. The meeting starts at 1pm Finnish time on 15 December at the Solo Sokos Hotel Pier 4 in Helsinki. It will be held in Finnish with simultaneous English translation, and shareholders can vote in advance. Stora Enso published the demerger plan with its 30 October announcement and will publish an information brochure for shareholders by 24 November. ## A Swedish Tax Appeal, Regulatory Clearance and the Board's Right to Withdraw Remain Before Completion Finnish tax authorities have confirmed the demerger is tax neutral for Finnish shareholders. In Sweden, the Council for Advance Tax Rulings confirmed it qualifies as a partial demerger under Swedish tax law, so Swedish-resident shareholders would pay no immediate tax on the new shares. The Swedish Tax Agency has appealed that ruling to the Supreme Administrative Court, and the decision is pending. Regulators must still clear the split on foreign investment and other grounds. Stora Enso's board can decide not to complete the demerger at any time before completion if it sees material grounds, even after shareholders approve it, and the 31 March 2027 date may change. More on Bergslagets Skogar is at [bergslaget.com](https://bergslaget.com/en). ## FAQ **Q: Who can vote at the 15 December meeting?** Shareholders registered in Stora Enso's shareholder register on the record date, 3 December 2026, can take part. That applies to shares registered with Euroclear in Finland and with Euroclear in Sweden. **Q: How and by when do I register or vote in advance?** Registration and advance voting open on 3 November 2026 at 12:00 noon Finnish time, online on Stora Enso's website, by email or by post. The deadline is 9 December at 11:59 p.m. Finnish time for shares on the Finnish register and 7 December at 11:59 p.m. for shares on the Swedish register. An advance vote received in time counts as registration, provided the required details are given. **Q: I hold Stora Enso shares through a bank or nominee. What do I do?** Ask your custodian bank for instructions now. Nominee-registered shares must be temporarily registered in the Finnish shareholder register by 10 December at 10:00 a.m. Finnish time, and shares nominee-registered in Sweden must be re-registered in the holder's own name before 7 December. **Q: Can holders of Stora Enso ADRs in the United States vote?** Yes. ADR holders who intend to vote must notify the depositary bank, Citibank, N.A., and follow its instructions. Stora Enso's ADRs and shares trade on the OTCQX market in the United States. **Q: How many Bergslagets Skogar shares would there be?** The new shares match Stora Enso's share count one for one. On the 175,431,077 class A and 613,188,910 class R Stora Enso shares outstanding at 30 October, that would be about 175.4 million class A and 613.2 million class B Bergslagets Skogar shares, delivered through Euroclear Sweden or as linked securities in Finland.