Agrokultura applies for delisting

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Steenord Corp, (”Steenord”), has in a press release on 15 September 2014 declared the mandatory offer on Agrokultura AB (publ) (”Agrokultura”) unconditional and completed the mandatory offer. Steenord offered SEK 4.50 in cash to the shareholders in Agrokultura for each share in Agrokultura (the “Mandatory Offer”).

The Mandatory Offer has, during the initial and extended offer period, been accepted by shareholders representing a total of 63,816,105 shares in Agrokultura, corresponding to approximately 43.63% of the total number of shares and votes in Agrokultura. Prior to the announcement of the Mandatory Offer, Steenord held 48.26% of the shares in Agrokultura. During the Mandatory Offer, Steenord has sold 64,793,752 shares to Magna Investments Limited (“Magna”). Magna has also purchased 2.39% of the shares in Agrokultura in the market during the acceptance period. Moreover, Steenord has during the acceptance period subscribed for 5,696,425 shares in a directed set-off share issue in Agrokultura. Following the Mandatory Offer, Steenord holds 71,803,842 shares in Agrokultura and Magna holds 68,365,114 shares in Agrokultura, including shares purchased by Magna in the market after the Mandatory Offer, in total 140,168,956 shares in Agrokultura, of a total of 146,263,128 outstanding shares in Agrokultura. After the Mandatory Offer, the holding of Steenord and Magna thus totals approximately 95.83% of the total number of shares and votes in Agrokultura. Steenord has then distributed all its shares in Agrokultura to its parent company, Salermo S.A. (“Salermo”), which company is wholly-owned by Nikolay Fartushnyak.

Considering the above, as the number of shareholders is low and the trading in the share after expiry of the initial and extended acceptance period has been very limited, the board of Agrokultura is of the view that there are no longer reasons for Agrokultura to remain in a listed environment, and thus resolved on 17 December 2014 to apply for delisting of the share with Nasdaq First North. Last day of trading in Agrokultura’s share on Nasdaq First North will be announced as soon as possible after Agrokultura having received information about this from Nasdaq First North.

Shareholders shall note that due to Steenord’s sale of shares to Magna, there are currently not legal conditions to initiate a compulsory acquisition of the remaining shares in Agrokultura in accordance with the Swedish Companies Act (Sw. Aktiebolagslagen (2005:551)). As previously disclosed, Steenord and Magna may purchase further shares in Agrokultura in the market (as to Steenord, such acquisitions will instead be made through Salermo). To enable holders of shares in Agrokultura to sell their holdings also after the last day of trading in Agrokultura’s shares on Nasdaq First North, Magna intends, following the last day of trading in Agrokultura’s share on Nasdaq First North, to offer holders to sell their shares to Magna on terms corresponding to those applicable under the Mandatory Offer.

Stockholm, 18 December 2014

For additional comments, please contact

Stephen Pickup, Group Managing Director, tel. +44 7825 294 352
Kristian Shaw, Group CFO, tel. +44 7825 294 356

About Agrokultura AB (publ)

Agrokultura invests in farmland and produces agricultural commodities in Russia and Ukraine. The Group aims to generate an attractive return on invested capital by optimally utilizing its agricultural land bank through crop production, livestock and related operations. Shares in Agrokultura are listed in Sweden on the NASDAQ OMX First North exchange under the ticker AGRA and the Group’s Certified Adviser is Remium Nordic AB.