Lerøy Seafood Group ASA : Compulsory acquisition of shares in Havfisk ASA and Norway Seafoods Group AS

COMPULSORY ACQUISITION OF SHARES IN HAVFISK ASA

Reference is made to the stock exchange announcement published by Lerøy Seafood Group ASA ("Lerøy") on 20 October 2016 regarding the final result of the mandatory offer to acquire all outstanding shares in Havfisk ASA ("Havfisk").

Lerøy hereby announces that pursuant to section 4-25 of the Norwegian Public Limited Companies Act and section 6-22 of the Norwegian Securities Trading Act, Lerøy has resolved a compulsory acquisition of the remaining shares in Havfisk not already owned by Lerøy (the "Havfisk Minority Shares"). In accordance with section 6-22 of the Norwegian Securities Trading Act, the offered redemption price to be paid by Lerøy for each Havfisk Minority Share has been set at NOK 36.50, which is equal to the offer price in the mandatory offer made by Lerøy as announced on 16 September 2016. As of today's date the rights and ownership of the Havfisk Minority Shares have as a consequence legally been transferred to Lerøy, and accordingly Lerøy as of the date hereof is the beneficial owner of 100 per cent of the shares and the votes in Havfisk.

Any objections to or rejection of the offered redemption price must be made within two months from announcement of the offer in Brønnøysund Register Centre's electronic publication, which is estimated to occur today. The offer will also be made in writing on paper to all Havfisk shareholders with known address. Settlement of the redemption price will take place as soon as practically possible, and within 14 November 2016.

As a result of the compulsory acquisition, Lerøy will pursue a delisting of the shares in Havfisk from Oslo Stock Exchange. A separate stock exchange announcement will be published regarding such delisting.

Helge Singelstad and Arne Møgster represent Lerøy in the board of directors of Havfisk ASA.

COMPULSORY ACQUISITION OF SHARES IN NORWAY SEAFOODS GROUP AS

Reference is further made to the stock exchange announcement published by Lerøy on 18 October 2016 regarding the preliminary result of the voluntary offer to acquire all outstanding shares in Norway Seafoods Group AS ("NWSF"). Following expiry of the voluntary offer period and further acquisitions of shares in NWSF, Lerøy owns 81 529 458 shares in NWSF, representing 96.18% of the shares and the votes in the company.

Lerøy hereby announces that pursuant to section 4-26 of the Norwegian Private Limited Companies Act, Lerøy has resolved a compulsory acquisition of the remaining shares in NWSF not already owned by Lerøy (the "NWSF Minority Shares"). The offered redemption price to be paid by Lerøy for each NWSF Minority Share has been set at NOK 1, which is equal to the offer price in the voluntary offer made by Lerøy as announced on 16 September 2016 and the price paid by Lerøy for further shares. As of today's date the rights and ownership of the NWSF Minority Shares have as a consequence legally been transferred to Lerøy, and accordingly Lerøy as of the date hereof is the beneficial owner of 100 per cent of the shares and the votes in NWSF.

Any objections to or rejection of the offered redemption price must be made within two months from announcement of the offer in Brønnøysund Register Centre's electronic publication, which is estimated to occur today. The offer will also be made in writing on paper to all NWSF shareholders with known address. Settlement of the redemption price will take place as soon as practically possible, and within 14 November 2016.

The shares in NWSF will be de-registered from the NOTC list, in accordance with the resolution passed by the extraordinary general meeting of NWSF held on 16 September 2016.

Parts of this information are subject to the disclosure requirements of section 4-2 of the Norwegian Securities Trading Act.

Lerøy Seafood Group ASA

27 October 2016


 

 

 



This announcement is distributed by NASDAQ OMX Corporate Solutions on behalf of NASDAQ OMX 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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