• news.cision.com/
  • Saga Pure ASA/
  • SAGA TANKERS ASA -MERGER PLAN FOR CERTAIN ASSETS OWNED BY FERNCLIFF TIH 1 AS APPROVED BY THE BOARD OF DIRECTORS
English

SAGA TANKERS ASA -MERGER PLAN FOR CERTAIN ASSETS OWNED BY FERNCLIFF TIH 1 AS APPROVED BY THE BOARD OF DIRECTORS

Report this content

SAGA TANKERS ASA -MERGER PLAN FOR CERTAIN ASSETS OWNED BY FERNCLIFF TIH 1 AS APPROVED BY THE BOARD OF DIRECTORS

In a board meeting held on Wednesday 23 July 2014, the board of directors of Saga Tankers ASA (the "Board" and the "Company") and the board of directors of Ferncliff TIH 1 AS ("Ferncliff") have approved and signed a merger plan for certain assets owned by Ferncliff TIH 1 AS. Under the merger plan, certain assets owned by Ferncliff shall be spun-off from Ferncliff and merged with the Company (Norwegian: fisjonsfusjon).

The assets to be spun-off from Ferncliff and merged with the Company consist of the following shares:

  • 5,768,072 shares in Prospector Offshore Drilling S.A.;
  • 46,162,086 shares in S.D. Standard Drilling Plc; and
  • Shares in Vallhall Fotballhall representing a 35.64 % ownership interest.

The Company already holds shares in the companies comprised by the assets to be spun-off and the Board considers that the proposed merger will strengthen the Company's investment activities.

As consideration under the merger, Ferncliff's sole owner Mr. Øystein Stray Spetalen will receive 89,056,319 new shares in the Company. Following the completion of the merger, Mr. Spetalen will own 98.3 % of the Company's total outstanding share capital.

Mr. Spetalen is the chairman of the Board and the merger thus is a transaction between related parties. Mr. Spetalen has not participated in the Board's discussion of the merger. The Board has obtained an independent fairness opinion in compliance with section 4 of the Norwegian Corporate Governance Code.

The merger will be discussed and voted over at an extraordinary general meeting of the Company to be held on or about 25 August 2014. The Company will prepare a detailed stock exchange announcement to be released within three trading days and an information memorandum/ similar document as prospectus in accordance with the Norwegian Securities Trading Act section 7-5 no. 5 to be released within the time limit set out in the Continuing Obligations of stock exchange listed companies section 3.5.4.

For further information, please contact:
CEO Espen Lundaas
+47 92 43 14 17

This information is subject of the disclosure requirements acc. to §5-12 vphl (Norwegian Securities Trading Act)

Subscribe