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 will expire at midnight on Thursday 16 June 2022. Provided that no creditors have objected to the merger by such time, the merger is expected to be completed after close of trading on the Oslo Stock Exchange on Friday 17 June 2022 (the "Effective Date"), which accordingly 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 shareholder appear in the shareholder register with Euronext Securities Oslo (the “VPS”) as at the expiry of two trading days thereafter (the “Record Date”), expected to be Tuesday 21 June 2022.
The consideration shares are expected to be delivered to the eligible shareholders through VPS on or about 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.
Pareto Securities AS is engaged as financial adviser to AOW and Advokatfirmaet Thommessen AS is acting as legal counsel to AOW. Advokatfirmaet BAHR AS is acting as legal counsel to Aker Horizons.
Tom Selwood, +44 (0)7743 502455, firstname.lastname@example.org
Maria Lanza Knudsen, +47 484 42 426, email@example.com
About Aker Offshore Wind
Aker Offshore Wind is an offshore wind developer focused on assets in deep waters and specialized on floating energy systems. With global operations, the current portfolio consists of development projects and prospects located in Asia, North America and Europe. Aker Offshore Wind effectively deploys cost effective technologies from decades of offshore energy development. The company is majority-owned by Aker Horizons, an investment company dedicated to creating value and reducing emissions from renewable energy and decarbonization technologies. Aker Offshore Wind [AOW-ME] is listed on Euronext Growth in Oslo, Norway.