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Magnora ASA

Pre-Annual General Meeting Information Mar 20, 2024

3659_rns_2024-03-20_6d792b44-37f0-4fbc-9085-0cf1510cc3a1.html

Pre-Annual General Meeting Information

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Magnora ASA: AGM called for 23 April with further plans on how to distribute shares in the legacy business to Magnora's shareholders

Magnora ASA: AGM called for 23 April with further plans on how to distribute shares in the legacy business to Magnora's shareholders

20.3.2024 20:48:19 CET | Magnora ASA | Additional regulated information required

to be disclosed under the laws of a member state

On 20 March, the board of Magnora went forward with the plan to distribute

shares in the legacy asset business (Hermana Holding ASA) to Magnora

shareholders

The shareholders of Magnora ASA are called to the annual general meeting to be

held by conference call and at the offices of law firm Schjødt at Tordenskiolds

gate 12, Oslo on 23 April 2025 at 09:00 (CET). The AGM will consider Magnora's

plan to demerge its legacy business. On 20 March, the board of directors of

Magnora ASA signed a demerger plan for the transfer of 70% the shares in the

Company's wholly owned subsidiary Project Tripartite 2 AS ("PT2") to Hermana

Holding ASA, also a wholly owned subsidiary of Magnora. When the demerger is

complete, 70% of the shares in PT2 will be transferred from Magnora to Hermana

Holding ASA, and the share capital in Magnora will be reduced by NOK

6,676,928.63 through a reduction of the nominal value of NOK 0.101547426706407

per share. Shareholders in Magnora at the implementation date will receive one

share in Hermana Holding ASA for each share they own in Magnora when trading

closes on the implementation date. The exact implementation date will be

announced in due course.

The demerger plan will be submitted for registration with the Norwegian Register

of Business Enterprises today and will be submitted for approval to Magnora's

annual general meeting scheduled to be held on 23 April 2024.

When the demerger is complete, Magnora will contribute their remaining

shareholding of 30% in PT2 in a capital increase in Hermana Holding ASA. At that

point, Hermana Holding will hold all shares in PT2, Magnora ASA will hold 30% of

the shares in Hermana Holding and Magnora's shareholders will hold the remaining

70%. An application to list the shares in Hermana Holding ASA on the Oslo Stock

Exchange will be filed with the intention that such listing takes effect as soon

as practicable after implementation of the demerger and the capital increase in

Hermana Holding ASA has been registered with the Register of Business

Enterprises.

Attached is the official notice distributed to all shareholders, as well as

separate appendices which also include proxy forms. All shareholders are urged

to give proxy to vote the shares, or to cast votes electronically in advance via

VPS. Votes cannot be cast by phone during the meeting.

The documents are also available at the web site of Magnora ASA;

www.magnoraasa.com - http://www.magnoraasa.com - https://www.magnoraasa.com.

DISCLOSURE REGULATION

This information is subject to the disclosure requirements pursuant to section

5-12 of the Norwegian Securities Trading Act.

CONTACTS

* Erik Sneve, CEO, email: es at magnoraasa.com

* Torstein Sanness, Executive chairman, email: sanness at sf-nett.no

ABOUT MAGNORA ASA

Magnora ASA (OSE: MGN) has a legacy royalty business that is re-invested in

renewable energy development projects and companies. Magnora's portfolio of

renewable companies consists of Helios Nordic Energy AB, Kustvind AB, Magnora

Offshore Wind AS, Magnora Solar PV UK, Hafslund Magnora Sol AS, Magnora South

Africa, and AGV. The company is listed on the main list on Oslo Stock Exchange

under the ticker MGN.

ATTACHMENTS

Download announcement as PDF.pdf -

https://kommunikasjon.ntb.no/ir-files/17847805/2982/4221/Download%20announcement

%20as%20PDF.pdf

Notice to Annual General Meeting.pdf -

https://kommunikasjon.ntb.no/ir-files/17847805/2982/4213/Notice%20to%20Annual%20

General%20Meeting.pdf

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