M&A Activity • Sep 16, 2015
M&A Activity
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Entra ASA : Merger plan for intra-group merger
The Board of directors of Entra ASA ("Entra") and Entra Eiendom AS ("Entra
Eiendom") have 15 September 2015 prepared and signed a joint merger plan for the
merger of Entra and Entra Eiendom. Pursuant to the proposal, all Entra Eiendom's
employees, assets, rights and obligations will be transferred to Entra without
consideration and Entra Eiendom will be dissolved.
The merger will be a simplified intra-group merger pursuant to Section 13-24 of
the Public Limited Companies Act. Completion of the merger will be conditional
upon the creditor objection deadline having expired, that any objections from
creditors have been clarified and that the merger does not substantially
deteriorate the companies' position towards contract parties or other third
parties.
The merger plan will be submitted to the Norwegian Register of Business
Enterprises and the shareholders of Entra will receive a written notification
about the merger. The letter to the shareholders is attached to this
announcement.
The Board of directors of Entra and Entra Eiendom intend to adopt the final
merger decision 28 October 2015 and the merger is expected to enter into force
prior to 31 December 2015.
After completion of the merger, Entra will be new debtor and borrower for the
following listed loans issued by Entra Eiendom:
- ISIN NO0010552466 Entra Eiendom AS 09/19 5,55%, ticker ENEID29
- ISIN NO0010592363 Entra Eiendom AS 10/17 4,70%, ticker ENEID41
- ISIN NO0010641806 Entra Eiendom AS 12/17 FRN, ticker ENEID55
- ISIN NO0010662869 Entra Eiendom AS 12/15 FRN, ticker ENEID59
- ISIN NO0010670995 Entra Eiendom AS 13/23 5,00%, ticker ENEID60
- ISIN NO0010673700 Entra Eiendom AS 13/18 FRN, ticker ENEID64
- ISIN NO0010686660 Entra Eiendom AS 13/20 4,25%, ticker ENEID69
- ISIN NO0010715931 Entra Eiendom AS 14/19 FRN, ticker ENEID79
- ISIN NO0010735830 Entra Eiendom AS 1,67% CERT 154 121015, ticker ENEID86
- ISIN NO0010741721 Entra Eiendom AS 1,50% CERT 153 101215, ticker ENEID87
- ISIN NO0010740061 Entra Eiendom AS 15/22 2,45%, ticker ENEID88
The change of debtor will not cause any amendments in the loans' ISIN.
Following completion of the merger, announcements regarding the loans will be
made by Entra as issuer on ticker ENTRA.
The change of debtor will also include any additional loans issued by Entra
Eiendom prior to completion of the merger.
The following loans issued by Entra Eiendom will mature before the entry into
force of the merger and will, hence, not be subject to change of debtor:
- ISIN NO0010662869 Entra Eiendom AS 12/15 FRN, ticker ENEID59
- ISIN NO0010735830 Entra Eiendom AS 1,67% CERT 154 121015, ticker ENEID86
- ISIN NO0010741721 Entra Eiendom AS 1,50% CERT 153 101215, ticker ENEID87
Oslo, 16 September 2015
Entra ASA
For further queries please contact: Arve Regland, CEO, tel: +47 479 07 700,
email: [email protected]
This information is subject of the disclosure requirements pursuant to section
5-12 of the Norwegian Securities Trading Act.
[HUG#1952284]
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