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SalMar ASA

M&A Activity Jan 3, 2023

3731_rns_2023-01-03_c2df5c59-ce29-40dd-8886-8753a93915fe.html

M&A Activity

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SalMar ASA announces compulsory acquisition of shares in NTS ASA

SalMar ASA announces compulsory acquisition of shares in NTS ASA

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, INTO OR WITHIN CANADA, AUSTRALIA, NEW ZEALAND, SOUTH AFRICA, HONG KONG, JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL

Frøya, 3 January 2023

Reference is made to the announcement dated 29 December 2022 in connection with settlement of the mandatory offer from SalMar ASA (“SalMar”) to acquire all shares in NTS ASA (the “Company”). Following the completion of the mandatory offer, SalMar became the owner of 116,824,544 shares in the Company, representing approximately 92.93% of the shares and votes in the Company.

The Board of Directors of SalMar has, effective from 16:45 CET 3 January 2023, resolved to carry out a compulsory acquisition of all remaining shares in the Company not owned by SalMar, pursuant to section 6-22 of the Norwegian Securities Trading Act, cf. 4-25 of the Norwegian Public Limited Liability Companies Act. Consequently, SalMar has from 16:45 CET 3 January 2023 assumed ownership of all shares in the Company. As such, the last day of trading in shares in the Company was 3 January 2023.

The offered redemption price under the compulsory acquisition is NOK 75.48184 per share. The offered redemption price corresponds to the offer price in the completed mandatory offer to acquire all shares in the Company. SalMar has deposited the aggregate redemption amount on a separate bank account with DNB Bank ASA in accordance with section 4-25 (5) of the Norwegian Public Limited Liability Companies Act.

Any objection to, or rejection of, the offered redemption price must be raised on or before 6 March 2023. Former shareholders in the Company who do not object to, or reject, the offered redemption price within this deadline will lose their right to object to, or reject, the offered redemption price and are deemed to have accepted the offer.

A letter regarding the compulsory acquisition will be sent to all former shareholders subject to the compulsory transfer whose addresses are known. In addition, the compulsory acquisition will be announced through the electronic notice service of the Norwegian Register of Business Enterprises (Nw. Brønnøysundregistrene).

As a consequence of the compulsory acquisition, the Offeror has resolved to seek a delisting of the Company’s shares from Oslo Børs. Separate stock exchange notices will be published regarding the timing for such delisting.

This information is information required to be made public pursuant to section 5-12 of the Norwegian Securities Trading Act.

For further information, please contact:

Håkon Husby, Head of IR SalMar

Tel: +47 936 30 449

Email: [email protected]

About SalMar

SalMar is one of the world's largest and most efficient producers of salmon. The group has farming operations in Central Norway, Northern Norway and Iceland, as well as substantial harvesting and secondary processing operations in Norway, at InnovaMar in Frøya, InnovaNor in Senja and Vikenco in Aukra. In addition, the company is operating within offshore aquaculture through the company SalMar Aker Ocean. SalMar also owns 50% of the shares in Scottish Sea Farms Ltd.

See www.salmar.no for more information about SalMar.

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