Reference is made to the previous stock exchange announcements made by Kværner ASA ("Kvaerner") regarding the contemplated merger with Aker Solutions ASA ("Aker Solutions") as further set out in the merger plan dated 17 July 2020 (the "Merger"). The Merger contemplates that Aker Solutions will absorb all the assets, rights and obligations of Kvaerner and that Kvaerner is dissolved.
Kvaerner has today received the necessary approvals from governmental bodies. As a result, all conditions for completion of the Merger have been met. The creditor notification period for the Merger will expire on 9 November, in accordance with section 13-17 of the Public Limited Liability Companies Act, following which the Merger is expected to be completed, subject to final board approval by each of the boards of Kvaerner and Aker Solutions.
Eligible shareholders in Kvaerner will receive 0.8183 Consideration Share for each share in Kvaerner they own as at the expiry of the date of registration of the completion of the Merger with the Norwegian Register of Business Enterprises (the "Effective Date"), which is expected to occur on or about 10 November 2020, as such shareholders appear in the shareholders register of Aker Solutions with the Norwegian Central Securities Depositary (the "VPS") as at the expiry of the second trading day thereafter (the "Record Date"), which is expected to be on or about 12 November 2020.
Tentative key dates and information for the completion of the Merger is as follows:
Last day of trading in Kvaerner shares on Oslo Børs: 10 November 2020
Effective Date (merger completed): 10 November 2020
First day of trading in combined company shares: 11 November 2020
Record Date for delivery of Consideration Shares: 12 November 2020
Consideration Shares delivered through VPS: 13 November 2020
ISIN: NO 0010716582
Transferor company: Kværner ASA
Transferee company: Aker Solutions ASA
Merger Consideration: Eligible shareholders in Kvaerner will receive 0.8183 share in Aker Solutions for each share in Kvaerner they own as of the Effective Date
Date of merger approval in extraordinary general meeting: 25 September 2020
Source: PRNewswire
