Lerøy Seafood Group ASA: Acquisition of shares in Havfisk ASA and Norway Seafoods Group AS - conditions fulfilled
August 26 2016 - 5:00AM
Reference is made to stock exchange announcement
of 2 June 2016 regarding an agreement between Lerøy Seafood Group
ASA ("Lerøy"), Aker Capital AS and Aker Capital II AS on the
acquisition by Lerøy of 53,501,793 shares in Havfisk ASA
("Havfisk"), and 62,293,254 shares in Norway Seafoods Group AS
("Norway Seafoods"), as well as an agreement to acquire additional
1,026,632 shares in Havfisk from Fausken Invest AS. The price per
share in Havfisk was NOK 36.50, whilst the price per share in
Norway Seafoods was NOK 1.00. The acquisitions were conditional
upon the required approvals by the Norwegian Ministry of Trade,
Industry and Fisheries and relevant competition authorities being
obtained.
Furthermore, Lerøy has acquired an additional
2,207,410 shares in Havfisk in the market.
As described in the stock exchange notice dated 25
August 2016, the transaction has been approved by the Norwegian
Ministry of Trade, Industry and Fisheries. The transaction has now
also been approved by relevant competition authorities.
The mentioned conditions for completion of the
agreements are therefore met and it is assumed that the completion
will take place shortly. Lerøy's aggregate shareholding in Havfisk
will after the completion comprise 56,735,835 shares, which is
equal to 67 % of the shares and voting rights in Havfisk.
Lerøy's aggregate shareholding in Norway Seafoods
will after the completion account to 62 293 254 shares, which is
equal to 73.6 % of the shares and voting rights in Norway
Seafoods.
Completion of the acquisitions triggers the duty
of Lerøy to submit a mandatory offer for the remaining shares in
Havfisk in accordance with the Norwegian Securities Trading Act
Chapter 6 at a price of NOK 36.50 per share. Following completion,
Lerøy will submit such a mandatory offer, and an offer document
will be submitted to Oslo Børs for approval as soon as possible and
within the time limits set out in the Norwegian Securities Trading
Act. Following approval of the offer document and related
documentation, the mandatory offer will be launched.
Lerøy also intend to make a voluntary offer on the
remaining outstanding shares in Norway Seafoods at a price of NOK
1.00 per share.
DNB Markets, a part of DNB Bank ASA, and Pareto
Securities AS are engaged as financial advisors to Lerøy in
connection with the mandatory offer in Havfisk and the voluntary
offer in Norway Seafoods. Wikborg, Rein & Co Advokatfirma DA is
engaged as legal advisor.
This information is given by Lerøy Seafood Group
ASA and is subject to the disclosure requirements set out in
sections 4-3 and 6-8 of the Norwegian Securities Trading Act.
For further information, please contact:
Helge Singelstad, styreleder, +47 916 61
001
Sjur Malm, CFO, + 47 417 72 020
This information is subject
of the disclosure requirements pursuant to section 5-12 of the
Norwegian Securities Trading Act.
This
announcement is distributed by Nasdaq Corporate Solutions on behalf
of Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the
information contained therein.
Source: Lerøy Seafood Group ASA via Globenewswire
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