Axactor SE – Final results of mandatory offer to acquire all shares in Axactor SE

THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA OR JAPAN, OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.

Reference is made to the mandatory offer dated 29 January 2021 (the "Mandatory Offer") to acquire all shares in Axactor SE (the "Company") at an offer price of NOK 8.00 per share, made by Geveran Trading Co. Limited, a company indirectly controlled by trusts established by Mr. John Fredriksen for the benefit of his immediate family ("Geveran"). The acceptance period for the Mandatory Offer expired today, 26 February 2021 at 16:30 CET. 

On 26 February 2021, Geveran received acceptances under the Mandatory Offer for 463,009 shares, corresponding to approximately 0.16813% of the total registered share capital and voting rights in the Company.
 
Upon expiry of the acceptance period in the Mandatory Offer, Geveran had received valid acceptances for in total 650,123 shares, corresponding to approximately 0.23607% of the registered share capital and voting rights in the Company. 

Following completion of the Mandatory Offer and subject to due settlement of the shares for which acceptances are received, Geveran will own 122,667,895 shares representing 44.54% of the total registered share capital and voting rights in the Company (based on 275,395,464 issued and registered shares in the Company). Following registration of the share capital increase pertaining to the shares resolved to be issued by the Company on 23 February 2021, Geveran's relative shareholding will be 40.60% of the total share capital and voting rights in the Company. 

The number of acceptances for which shares are received in the Mandatory Offer may change based on final counting at the time of settlement. 

In accordance with the terms of the Mandatory Offer, settlement of the Mandatory Offer will be made in NOK as soon as reasonably possible and no later than 14 calendar days after expiry of the offer period (i.e. 12 March 2021). 

Geveran is represented on the Board of Directors of the Company and, thus, is considered a primary insider of the Company. 

This notification has been submitted pursuant to section 4-2 of the Securities Trading Act.