Chairman Sigurd Teige is satisfied with completing the agreement: “Fryseriet is a well run company, and an ideal addition to Norway Pelagic, since we for a long time have had a declared strategy to add to our presence in Northern Norway”
The acquisition shall be carried out by Norway Pelagic, a group companies, on completion acquiring 100% of the shares in Fryseriet AS, which presently are owned by Ytterstad Fiskeriselskap AS and its wholly owned subsidiary Rødholmen AS. Certain assets, rights and liabilities in Ytterstad Export AS, a wholly owned subsidiary of Ytterstad Fiskeriselskap AS, shall be transferred to Fryseriet AS prior to the completion of the Agreement. As consideration for the shares Ytterstad Fiskeriselskap AS shall receive shares in Norway Pelagic ASA by a issue of 1 124 117 new shares in Norway Pelagic (7,2 % of total shares) through a private placement on completion. Norway Pelagic has the right to settle a part of the consideration with treasury shares. In addition, there will be a consideration in cash amounting to NOK 20 million. Ytterstad Fiskeriselskap AS owns currently 2.3% of the shares in Norway Pelagic.
The completion of the acquisition is subject to customary conditions, including but not limited to the completion of a satisfactory due diligence, that no material adverse change has occurred in the period from 31 December 2008 and until the settlement date and that any governmental- or regulatory approval and/or clearance necessary for the completion of the Agreement, including from the relevant competition authorities, must be obtained without any negative conditions or effects for Norway Pelagic.
Completion is expected to take place on or about 31 August 2009.
Norway Pelagic will, in accordance with the Oslo Børs Continuing Obligations, release a detailed stock exchange announcement in connection with the acquisition within the start of the stock exchange trading on 2 July 2009.
