Company announcement no. 249
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, INTO OR WITHIN CANADA, AUSTRALIA, NEW ZEALAND, SOUTH AFRICA, JAPAN,
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DISTRIBUTION WOULD BE UNLAWFUL.
Oslo, 1 August 2024
ECIT AS ("ECIT" or the "Company") today announces an agreement (the "Transaction
Agreement") for a recommended voluntary offer to acquire all outstanding B- and
C class shares in the Company (the "Offer") from Olympus BidCo AS (the
"Offeror").
The Offeror is a newly incorporated Norwegian private limited liability company
established for the purpose of making the Offer, and will following completion
of the Offer be owned and controlled by shareholders participating in the
Rollover (as defined below) alongside shareholders opting for share
consideration in the settlement and a minority investment by funds advised by
TowerBrook Capital Partners (U.K.) LLP ("TowerBrook").
The price per ECIT share offered to ECIT shareholders will be NOK 10 (the "Offer
Price") and corresponds to an equity value of ECIT of approximately NOK 4.65
billion to be settled in cash and/or share consideration as to be further
detailed in the offer document for the Offer (the "Offer Document") to be
published in connection with launch of the Offer.
The Transaction Agreement is the result of an extensive process between the
Company and TowerBrook. The board of directors of ECIT (the "Board") unanimously
recommends the Offer, as further detailed below.
Reference is also made to the trading update published by the Company earlier
today.
Bid premium
The Offer Price represents a premium of:
o 34% to the closing price of NOK 7.46 on Euronext Growth Oslo on 31 July 2024