Reference is made to announcement of 29 April 2025 by Geveran Trading Co Ltd, Wilhelmsen New Energy AS and EPS Ventures Ltd regarding an unconditional mandatory cash offer to acquire all outstanding shares in Edda Wind ASA not already owned by them, such Mandatory Offer to be made by Electric AS a company jointly owned by the Shareholders.
The Norwegian Financial Supervisory Authority, in its capacity as take-over supervisory authority in Norway, has today approved the offer document for the Mandatory pursuant to section 6-14 of the Norwegian Securities Trading Act.
The offer price in the Mandatory Offer is NOK 23.00 in cash per Edda Wind share. The acceptance period under the Mandatory Offer is from 09:00 (CEST) on 28 May 2025 to 27 June 2025 at 16:30 (CEST). Settlement of the Mandatory Offer will take place within two weeks following the end of the acceptance period, and thus at the latest on 11 July 2025.
As the Offeror holds more than 90% of the shares and votes of the Company, the Offeror has resolved a compulsory acquisition of the remaining Edda Wind shares not already held by it and the Offer Document therefore also includes notice of redemption price under the Compulsory Acquisition. The redemption price in the Compulsory Acquisition is the same as the Offer Price, i.e. NOK 23.00 in cash per Edda Wind share. The Compulsory Acquisition of the remaining shares in Edda Wind takes effect today, and, consequently, the Offeror is now the owner of 100% of the shares of Edda Wind as from 27 May 2025.
The complete terms and conditions of the Mandatory Offer and the Compulsory Acquisition are set out in the Offer Document. The Mandatory Offer may only be accepted on the basis of the Offer Document, which will be distributed to the shareholders in Edda Wind as registered in Euronext Securities Oslo (the Norwegian Central Securities Depository, VPS) as of the date of the Offer Document, except for shareholders in jurisdictions where it may not be lawfully distributed. The Offer Document may be obtained during ordinary business hours
at the office of from DNB Carnegie, a part of DNB Bank ASA, located at Dronning Eufemias gate 30, 0191 Oslo, Norway, and will, subject to regulatory restrictions in certain jurisdictions.
Shareholders who accept the Mandatory Offer will receive settlement no later than two weeks after the expiry of the acceptance period, and no later than 11 July 2025. Shareholders who do not take any action to accept the Mandatory Offer and remain passive, will upon the expiry of the statutory objection deadline 28 July 2025 be deemed to have accepted the amount offered in the Compulsory Acquisition, and will receive settlement within two weeks after such date.
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