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AKVA group ASA: Israel Corp. announces results of its offer to purchase shares in AKVA group ASA

Written by Customer Service on . Posted in Public Companies.

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, INTO OR WITHIN CANADA, AUSTRALIA, NEW ZEALAND, SOUTH AFRICA, HONG KONG, JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL

Reference is made to the announcement made by AKVA group ASA (“AKVA” or the “Company”) on 29 September 2021 regarding the approximate 15 % stake investment in the Company by Israel Corp., comprising of a private placement of 3,333,430 new shares (the “Private Placement”) and purchases of minimum 2,166,730 existing shares in the Company, each at a price of NOK 96.50 per share (the “Offer”). The maximum number of shares acquired by Israel Corp. were to be determined by Israel Corp. at its sole discretion following expiry of the offer period in the Offer, provided however that Israel Corp.’s aggregate holding of shares in AKVA upon completion of the Offer and the private placement of new shares shall not exceed 19.99% (the “Maximum Ownership”).

The acceptance period for Offer has expired, and the Offer is no longer capable of acceptance.

Israel Corp. has, subject to satisfaction of the conditions for completion of the Offer, decided to acquire 3,266,762 shares in the Offer, and will reduce acceptances received as per the procedure described in the Offer terms and conditions. Subject to and following completion of the Offer and the Private Placement, which is expected to be considered by the Company’s shareholders in the extraordinary general meeting to be held on 20 October 2021, Israel Corp. will accordingly hold in aggregate 6,600,192 shares in AKVA, representing 18.0 % of the shares and votes in the Company. Egersund Group AS will still hold the majority ownership in AKVA after completion of the Offer and the Private Placement.

Assuming that the Private Placement is approved by the extraordinary general meeting in the Company to be held on 20 October 2021, settlement of the Offer is expected to take place on or about 22 October 2021, as further set out in the Offer terms and conditions made available on the Company’s website. Shares tendered and accepted in the Offer will remain blocked until settlement or cancellation of the Offer.

DNB Markets, a part of DNB Bank ASA, is acting as financial advisor and Advokatfirmaet BAHR AS is acting as legal advisor to Israel Corp. in connection with the Offer and the Private Placement. Wikborg Rein Advokatfirma AS is acting as legal advisor to AKVA in connection with the Offer and the Private Placement.

Dated: 19 October 2021

AKVA group ASA

Web: www.akvagroup.com

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This information is subject to the disclosure requirements according to section 5-12 of the Norwegian Securities Trading Act.

The Offer and the distribution of this announcement and other information in connection with the Offer may be restricted by law in certain jurisdictions, and may not be distributed, forwarded or transmitted into or within any jurisdiction where prohibited by applicable law, including, without limitation, Canada, Australia, New Zealand, South Africa, Hong Kong and Japan. Israel Corp. does not assume any responsibility in the event there is a violation by any person of such restrictions. Persons into whose possession this announcement or such other information should come are required to inform themselves about and to observe any such restrictions.

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