OSLO, Norway, June 17, 2022 /PRNewswire/ -- NOT FOR
RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY
OR INDIRECTLY IN ANY JURISDICTION IN WHICH THE RELEASE, PUBLICATION
OR DISTRIBUTION WOULD BE UNLAWFUL. THIS ANNOUNCEMENT DOES NOT
CONSTITUTE AN OFFER OF ANY OF THE SECURITIES DESCRIBED
HEREIN.
Reference is made to the previous stock exchange announcements
by Aker Offshore Wind AS ("Aker Offshore Wind" or
"AOW") regarding the contemplated merger with Aker Horizons
ASA ("Aker Horizons"). The merger will be carried out as a
triangular merger whereby AOW will merge with Aker Horizons'
wholly-owned subsidiary AH Tretten AS as the surviving entity and
Aker Horizons will issue consideration shares.
The creditor notice period for the merger has now expired, in
accordance with section 13-17 of the Norwegian Public Limited
Liability Companies Act, without any creditors objecting. All
conditions for completion of the merger are therefore fulfilled.
The boards of Aker Offshore Wind and AH Tretten AS have
therefore resolved to complete the merger by final registration in
the Norwegian Register of Business Enterprises after close of
trading on the Oslo Stock Exchange today, Friday 17 June 2022 (the "Effective Date") which
will be the last day of trading in the AOW shares on Euronext
Growth (Oslo).
Eligible shareholders in AOW (other than Aker Horizons) will
receive 0.1304 merger consideration shares in Aker Horizons for
each share owned in AOW as of the expiry of the Effective Date, as
such shareholders appear in the respective shareholder register
with Euronext Securities Oslo (the "VPS") as at the expiry
of Tuesday 21 June 2022 (the
"Record Date").
The consideration shares will be delivered to the eligible
shareholders through VPS on Wednesday 22
June 2022. Fractions of shares will not be allotted, and the
number of consideration shares delivered to each eligible AOW
shareholder will be rounded down to the nearest whole number.
Excess shares, which as a result of this round down will not be
allotted, will be issued to and sold by DNB Markets, a part of DNB
Bank ASA. The sales proceeds will be given to Aker Horizons, which
will give the sales proceeds further to charity.
The merger is executed and implemented in parallel with a
contemplated triangular merger between Aker Horizons and Aker Clean
Hydrogen AS ("ACH"). Upon completion of both mergers,
the shareholders of ACH and AOW will receive a total of up to
80,612,586 consideration shares in Aker Horizons.
Advisors
Pareto Securities AS is engaged as financial adviser to AOW and
Advokatfirmaet Thommessen AS is acting as legal counsel to AOW.
For further information, please contact:
Investor
contact:
Tom Selwood, +44 (0)7743 502455,
tom.selwood@akeroffshorewind.com
Media contact:
Maria Lanza Knudsen
+47 484 42 426
maria.knudsen@akeroffshorewind.com
This information was brought to you by Cision
http://news.cision.com
https://news.cision.com/aker-offshore-wind-as/r/aker-offshore-wind--merger-with-aker-horizons-to-be-completed-today---last-day-of-trading,c3587032
The following files are available for download:
https://news.cision.com/aker-offshore-wind-as/i/2-dsc01413,c3061898
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