Noreco Completes Acquisition of Altinex Shares
Reference is made to the stock exchange notice dated August 21, 2007 regarding the mandatory offer to acquire all remaining shares in Altinex ASA not already owned by Norwegian Energy Company ASA.
After the final registration of all acceptances in the Mandatory Offer, Noreco has received acceptances for a total of 20,766,238 shares in Altinex, equaling a total of 10.5% of the outstanding share capital in Altinex. Noreco owns as of August 23, 2007 a total of 171,379,868 shares, and will as a consequence of the received acceptances increase its ownership in Altinex to 192,146,106 shares (representing 97.14% of the outstanding share capital in Altinex). When including rights to shares, Noreco controls a total of 205,614,856 shares.
In the Mandatory Offer, shareholders in Altinex were given the opportunity to choose one of four settlement alternatives, which included cash only and certain combinations of cash and shares in Noreco. As a consequence of the received acceptances, Noreco will issue a total of 749,892 new shares at NOK 150 per share to those acceptants who have requested settlement through a combination of cash and Shares.
Settlement of both cash and Noreco shares is expected to be delivered to the acceptants on Monday August 27, 2007.
As a consequence of the high acceptance level, Noreco will, as set out in the Mandatory Offer document, now proceed with a compulsory acquisition (squeeze out) of the remaining shares outstanding in Altinex. It is expected that the Board of Noreco will resolve such compulsory acquisition in a board meeting to be held on or about Tuesday August 28, 2007, following completion of settlement of the Mandatory Offer. The price offered to the remaining minority shareholders subject to the compulsory acquisition will be NOK 22 per Altinex share, the same price offered and paid under the Mandatory Offer. The compulsory acquisition is expected to be in effect on or about August 29, 2007, at which time Noreco will hold 100% of the outstanding shares in Altinex.
Altinex currently has a convertible bond loan outstanding, which, when excluding bonds already converted and the bonds held by Noreco, on aggregate may be converted into approximately 2 million new shares in Altinex, representing approximately 1% of the share capital in Altinex on a diluted basis.
Holders of the convertible bonds who have not yet requested conversion but wish receive the consideration of NOK 22 per converted share, are urged to contact Pareto Securities ASA, att: Petter Sagfossen, tel: +47 22 87 87 00. Please note that any outstanding bonds not converted by next week, will not be included in the compulsory acquisition of the remaining shares in Altinex.
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