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Vend Marketplaces ASA

M&A Activity Dec 11, 2023

3738_rns_2023-12-11_763872dd-8512-47b7-9cde-25cad2d346b0.html

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Schibsted ASA (SCHA/SCHB) - The Tinius Trust seeks to acquire Schibsted's news media operations: Schibsted at a crossroads

Schibsted ASA (SCHA/SCHB) - The Tinius Trust seeks to acquire Schibsted's news media operations: Schibsted at a crossroads

11.12.2023 07:01:11 CET | Schibsted | Non-regulatory press releases

"The Tinius Trust's mission is to manage its ownership in the best interest of

the entire Schibsted Group. The technological crossroads we are facing requires

new measures" says Ole Jacob Sunde, Chairman of the Tinius Trust.

The Tinius Trust and Schibsted ASA have reached a non-binding agreement, which

involves acquiring Schibsted's news media operations and consolidating these

into a separate company that will be 100% controlled by the trust. The agreement

is conditional upon final contract agreement and approval at Schibsted's general

meeting.

The new media company will retain the Schibsted name and will not be listed on

the stock exchange. The remaining business, consisting of the current business

areas Nordic Marketplaces, which includes Delivery, and Growth & Investments

will continue as a listed company. The Tinius Trust retains its 26% ownership

stake in this company.

Through negotiations with the board and management of Schibsted ASA, we have

arrived at a solution that will provide all Schibsted companies with better

opportunities for growth and development, says Ole Jacob Sunde, Chairman of the

Tinius Trust.

Refining the business areas

Schibsted's news media operations reach 8.6 million people daily in Norway and

Sweden, mainly digitally. The portfolio includes well-known, leading news media

operations such as VG, Aftenposten, Aftonbladet, and Svenska Dagbladet.

Schibsted also owns several regional and niche media operations, including

Bergens Tidende, Stavanger Aftenblad, E24, and the podcast platform Podme.

"Since the 2000s, the Schibsted Group has been a frontrunner in digitalisation.

We are now at a new crossroads where both the media and marketplaces business

must adapt to a new reality. Therefore, both the media and marketplaces business

will benefit from focusing on their respective business areas. This will ensure

full attention to both areas without them having to compete for capital and

resources," says Sunde.

The trust's purpose

Schibsted heir Tinius Nagell-Erichsen had two clear goals when he established

the Tinius Trust in 1996: The trust was to secure a long-term, healthy economic

development of the company and be a guarantor for free and independent quality

journalism in Schibsted.

"Nagell-Erichsen was an economist who loved journalism. Through the trust, he

laid the groundwork for editorial independence, Norwegian ownership, and a

healthy economic development of the conglomerate he cherished. This is the

legacy the trust is set to uphold," says Sunde.

The trust is a value-driven, long-term owner with the financial strength and

willingness to invest in the media.

"We will contribute to the news media's continued renewal and healthy business

operation. As owners, our task is to encourage the development of new revenue

streams and excellent editorial services. This is crucial for them to continue

delivering meaningful and relevant journalism, and it secures democracy and an

enlightened public conversation," says Kjersti Løken Stavrum, CEO of the Tinius

Trust.

The new media company will be managed by an independent and professional board.

In this podcast Chairman Ole Jacob Sunde and CEO Kjersti Løken Stavrum of the

Tinius Trust give more background on the agreement and The Tinius Trust.

https://www.tinius.com/en/podcaster/tinius-talks-december-2023

Facts:

* The agreement to acquire Schibsted's news media operations must be approved

by the general meeting of Schibsted ASA and is contingent upon the parties'

agreement on final transaction agreements.

Provided that the final agreement is approved, all of Schibsted's news media

operations will be included in the new, non-listed company, along with

Schibsted Marketing Services, Podme, and ownerships in Polaris Media,

Retriever, NTB, and TT.

* The Tinius Trust continues its 26% ownership stake, based on total issued

shares, in the other Schibsted businesses, which will remain a listed

company.

* The trust has agreed to support the removal of Schibsted's dual-class share

structure by January 2026 through a compensation for the class A shareholders

based on historical price differences, pending completion of the transaction

and subject to shareholder approval.

* Arctic Securities AS is the financial advisor, and the law firm Thommessen AS

is the legal advisor for the Tinius Trust in connection with the agreement.

About The Tinius Trust

The Tinius Trust is a Norwegian-based trust established in 1996 to keep the

Schibsted shares of heir Tinius Nagell-Erichsen consolidated. The Tinius Trust's

main objective is to strive for the long-term sustainable economy in Schibsted,

and to maintain free and independent newsrooms. The trust also works to

strengthen the general operating conditions essential to ensuring a free and

independent press. The Tinius Trust controls the equity interest in Schibsted

through the investment company Blommenholm Industrier AS.

The stable ownership of the trust for nearly 30 years has contributed to

Schibsted's ability to meet the digital transformation proactively and

innovatively.

About Schibsted

Schibsted is a family of digital brands with a strong Nordic position, and more

than 6,000 employees. Millions of people enjoy interacting with our companies

every day through our online marketplaces such as FINN, Blocket and Oikotie; our

media houses including Aftenposten, VG and Aftonbladet; and digital services

like Lendo. We also help new promising businesses grow. Our joint mission of

empowering people in their daily lives is rooted in the values of our media

heritage and a legacy of bold change. At our best, we are a fearless force for

change in a society built on trust and transparency.

Schibsted is listed on the Oslo Stock Exchange and has a sizable investment in

Adevinta, a company that was spun off and publicly listed as a separate company

on Oslo Børs in 2019.

The Tinius Trust is available for the press, media industry, investors, and

analysts

Chairman Ole Jacob Sunde and CEO Kjersti Løken Stavrum of the Tinius Trust, as

well as CEO Trond Berger of Blommenholm Industrier AS, will be available from

13:00 CET to provide comments regarding the non-binding agreement that has been

reached on the purchase of Schibsted's news media operations.

Location: Thon Rosenkrantz, Rosenkrantz' gate 1, room «Hagen» and by telephone

Time: 13:00 CET-14:30 CET

Contacts:

Ole Jacob Sunde

Chairman of the Board

+47 992 88 220

[email protected]

Kjersti Løken Stavrum

CEO and Board member

+47 982 03 070

[email protected]

For investor questions:

Trond Berger

CEO Blommenholm Industrier AS

+47 916 86 695

[email protected]

ATTACHMENTS

Download announcement as PDF.pdf -

https://kommunikasjon.ntb.no/ir-files/17847482/2802/3908/Download%20announcement

%20as%20PDF.pdf

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