Norwegian Block Exchange AS

M&A Activity • May 22, 2023

NBX receives non-binding indicative offer from Spenn Technology AS

NBX receives non-binding indicative offer from Spenn Technology AS

Oslo, Norway - On 19th of May 2023, Spenn Technology AS (SPENN:CPH) announced its intention to launch a voluntary offer for the shares in Norwegian Block Exchange AS (NBX).

The offer is subject to a set of conditions, the main ones being completion of satisfactory due diligence and funding for a minimum of one year after the transaction. The offer will be settled with Spenn shares, ISIN number:DK0060827269, with a ratio of 13 NBX shares to 1 share in Spenn. The proposed offer is conditional on acceptance from 66.7% up to 90% of NBX shareholders fully diluted . The Bidder may consider purchasing 100% of the shares, subject to acceptance of the Potential Offer conditions by all shareholders of the Company.

The board of directors has after careful consideration resolved to grant Spenn access to a confirmatory due diligence process and continue discussions about the potential offer. The decision is made on the basis that since Spenn and NBX entered into a partnership on the 20th of Mars 2023 the potential upside and synergies of even a closer partnership and cooperation has emerged.

The Board of Directors will revert with its statement to shareholders in respect of any changes or offers presented.

Any recommendation by the Board of Directors is subject to agreement on the terms of the offer.

There is no certainty at this stage that any offer will be made or that the Board of Directors will recommend an offer. The decision by the Board of Directors to grant access to due diligence does not imply a recommendation of the proposal. Further announcements will be made when appropriate.

Link to NBX page: https://nbx.com/en/

Link to Spenn page: https://spenn.com/

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Contact person:

Stig Kjos-Mathisen - CEO Mail: stig.aleksander.kjos-mathisen@nbx.com, Phone: +47 93287572