Parker to Offer NOK 1,402 Million for all Scan Subsea Outstanding Shares

Parker Hannifin intends to make a voluntary offer for all outstanding shares in Scan Subsea ASA. The offer price will be NOK 22 per share in cash. This represents a premium of 33 % to the average volume weighted share price over the last 30 days and a premium of 16% over the last closing price. The offer values Scan Subsea at NOK 1,402 million.

The offer is conditional on Parker's completion of due diligence with no material adverse findings, 90% acceptance ratio, regulatory approvals and no material adverse change in the company. The details of the offer including the offer period will be described in the offer document that will be sent out via ordinary mail to all shareholders of Scan Subsea as soon as it has been approved by the Oslo Stock Exchange.

As of this morning Parker had received irrevocable pre-acceptances of the offer for 39,3 million shares in Scan Subsea, representing 61,8 % of all shares and votes outstanding. Parker owns no shares in Scan Subsea. The board of directors of Scan Subsea believes that it is in the best interests of the company to support the offer. The formal board statement required by the Norwegian Securities Trading Act will be made at a later date. All board members in Scan Subsea have pre-accepted the offer for the shares they hold in Scan Subsea.

Parker is headquartered in Cleveland, Ohio, USA, and is listed on the New York Stock Exchange with a market capitalization of approximately USD 13.0 billion. Parker is the world leader in motion and control technologies with an annual turnover of approximately USD 10.7 billion. Its industrial activities span 57,000 employees in 43 countries.

Dirk Blaauw, CEO of Scan Subsea and CEO of Blom ASA, says "For Scan Subsea, we are delighted to become part of Parker with its strong performance culture and global network of businesses. The Scan Subsea organization is enthusiastic about the opportunities this creates for our employees, customers and business partners."