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Vow ASA M&A Activity 2017

Apr 18, 2017

3785_iss_2017-04-18_995c6632-d6ec-4bde-8b78-3595e31b7cfa.html

M&A Activity

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Scanship Holding ASA has entered into an exclusive negotiation to sell 100% of its shares in Scanship AS and subsidiaries

Scanship Holding ASA has entered into an exclusive negotiation to sell 100% of its shares in Scanship AS and subsidiaries

Reference is made to the stock exchange notice on November 2, 2016 in which

Scanship Holding ASA ("Scanship Holding" or the "Company") announced that a

process had been initiated to evaluate strategic alternatives with the purpose

of enhancing shareholder value. Scanship Holding's Board of Directors (the

"Board") has explored various strategic opportunities and has received interest

from several parties to acquire all or parts of the Company from industrial and

financial investors.

Based on the strategic alternatives that Board has explored, and the interest

received, the Board has decided to pursue exclusive negotiations based on a

binding offer (the "Offer") to buy all outstanding shares in the Scanship AS and

its subsidiaries in the US and Poland (together the Scanship AS Group"). The

Offer is inter alia conditional on agreement of a Share Purchase Agreement,

approval in a shareholders meeting of Scanship Holding and by the board of

directors of the bidder.

The Offer represents an enterprise value of the Scanship AS Group in the range

NOK 193 million to NOK 197 million (i.e. on a debt and cash free basis). The

enterprise value range is dependent on Scanship AS Group reaching certain

operational targets. The total purchase price of the Offer, payable in cash at a

potential closing of a transaction, is in the range of approx. NOK 166 million

to NOK 173 million.

For further information contact:

Tore Enger, Chairman of the Board

[email protected]

About Scanship Holding:

Scanship Holding is a maritime industry leader in advanced technologies for

processing waste and purifying water. Owners operating our systems have the

solution to convert all waste and wastewater to inert materials, recyclables,

clean flue gas and effluent, which meets the highest international discharge

standards.

Norwegian Cruise Line, Royal Caribbean International, TUI, Carnival Cruise Line,

Costa Asia, P&O Australia, MSC, Viking Ocean Cruises, Hurtigruten and Silversea

are all being delivered with Scanship technology for environmental compliance.

Our new technologies will recover energy and water, providing tangible payback

from the operations. We strive for the highest quality, best innovation and

sustainable solutions.

This information is subject to the disclosure requirements pursuant to section

5-12 of the Norwegian Securities Trading Act.