Norway Royal Salmon ASA (NRS): Mandatory notification of trade and notification of contemplated sale following crossing of the mandatory offer threshold
Reference is made to the stock exchange announcement by NTS ASA ("NTS") published today on ticker "NTS" concerning completion of an agreement with Måsøval Eiendom AS (hereafter "Måsøval") to acquire shares in Norway Royal Salmon ASA ("NRS") (the "Transaction").
The conditions for completion of the Transaction have been fulfilled, and hence the Transaction is now completed. Thus, Midt-Norsk Havbruk AS ("MNH"), a subsidiary of NTS, has purchased 6,299,635 shares in NRS, corresponding to 14.45% of the total amount of shares and votes in NRS. The shares are divided in 6.234.200 shares which have been Purchased for NOK 209 per share and 65.435 shares which are received as dividend shares.
Following completion of the Transaction, Måsøval no longer controls any shares in NRS.
Following completion of the Transaction, NTS controls, directly and indirectly through MNH, 13.440.729 shares in NRS, corresponding to 30.84% of the total number of shares and votes in NRS.
Following completion of the Transaction, NTS will directly and indirectly through MNH, on a consolidated basis together with the 1,624,607 shares owned by Gåsø Næringsutvikling AS (a company controlled by Helge Gåsø, board member and the largest isolated shareholder in NTS and chairman of the Board in NRS) control 15.065.336 shares in NRS, corresponding to 34.57% of av the total number of shares and votes in NRS. Thus, MNH has consequently triggered a mandatory offer obligation to acquire all remaining shares in NRS, not controlled by the consolidated group, at an offer price of NOK 209 per share.
The consolidated group, including MNH, does not intend to make a mandatory offer and will hence see to complete a sell-down of shares below the mandatory offer threshold, within the 4 weeks deadline, cf. the Norwegian Securities Trading Act section 6-9. A notice of sale can be amended to a notice of mandatory offer pursuant to the conditions included in section 6-8 (4) of the Norwegian Securities Trading Act.