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Torm PLC — M&A Activity 2016
Apr 26, 2016
8214_rns_2016-04-26_5b0d098c-42e1-4bca-aeee-759de17bf785.pdf
M&A Activity
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Acceptance Form – Squeeze-out of A shares of TORM A/S
A transfer of TORM A/S A shares in the squeeze-out must take place through the shareholder’s custodian bank and must be made in due time to allow the custodian bank to process and communicate the acceptance to Danske Bank A/S no later than 11:59 p.m. CET on 24 May 2016.
The undersigned hereby represents and warrants it has full power and authority to transfer the number of TORM A/S A shares set out in this squeeze-out acceptance form and that such shares are free from any and all charges, liens, encumbrances and other third party interests and are transferred together with all rights now and hereinafter attaching thereto.
Subject to the terms set out in company announcement no. 7 of 26 April 2016 published by TORM plc, I/we, the undersigned, hereby submit a binding and irrevocable order to transfer TORM A/S shares in exchange for:
(PLEASE TICK ONE BOX ONLY)
☐ A corresponding number of shares in TORM plc
☐ Cash consideration of DKK 84.18 per TORM A/S share
in respect of the following number of TORM A/S A shares (ISIN DK0060654812):
No. of A shares of TORM A/S: _______
If neither box is ticked, I/we will be deemed to have elected for cash consideration. If both boxes are ticked, I/we will be deemed to have elected to receive shares in TORM plc.
Where I/we have elected to receive consideration in the form of one (1) A share of TORM plc (ISIN GB00BZ3CNK81) for each A share of TORM A/S transferred by me/us in the squeeze-out, I/we agree that such TORM plc A shares will be registered in the name of Cede & Co. as nominee for The Depository Trust Company and that the interests in those A shares will subsequently be credited to the VP custody account referred to below. For a further description of TORM plc A shares, reference is made to the prospectus published by TORM plc on 21 March 2016, see www.torm.com.
I/we direct my/our custodian bank to give effect to this squeeze-out acceptance form by transferring the above-mentioned A shares of TORM A/S from my/our custodian account to Danske Bank A/S:
Custodian bank: ____
VP custody account: ____
The cash consideration, if applicable, for the above-mentioned TORM A/S A shares is to be remitted to:
Financial institution: ____
Registration number: ____
Account number: _______
Information about the transferring shareholder and signature:
Name: ____
Address: ___
Registration no./Personal ID no.: ____
Phone no.: ___
Email address: ____
Date: ____
Signature: _______
The undersigned custodian bank hereby agrees to transfer the above-mentioned TORM A/S shares to Danske Bank A/S:
Custodian bank: ____
CD ident: ___
Name of contact person: ____
Phone no.: ___
Date: ____
Signature: ____
Information to the custodian bank:
Upon the endorsement of this acceptance form, the shareholder’s custodian bank shall no later than 11:59 p.m. CET on 24 May 2016 have submitted this squeeze-out acceptance form to Danske Bank A/S Corporate Actions.