At the annual general meeting on May 11, the TripleNine Holding A/S shareholders and all represented votes (70%) decided to move forward with the merger with Vedde AS.
Following a series of company formations and various authority approvals, the merging parties are expected to sign the final merger agreement, the “closing memorandum”, in early June.
Signing this document, both parties declare that they understand and accept that the agreed terms and conditions of the merger are fulfilled insofar as both parties are concerned. And then the merger is a fact of life!
New Organization
But before it got to that, the TripleNine organization underwent a series of changes with a view to obtaining the most advantageous structure to strengthen and develop TripleNine and TripleNine Group A/S.
The name of the new merged company will be TripleNine Group A/S, of which TripleNine Holding A/S owns 50% and Norwegian Koppernæs Gruppen owns 50%.
TripleNine Group A/S will be comprised by a new TripleNine A/S (with all the TripleNine Fish Protein A/S activities except the TripleNine Pharma activities) and the Norwegian fishmeal factory Vedde AS (including a subsidiary that owns the Lota fishmeal plant in Chile) which Koppernæs Gruppen contributes to the merger.
In addition, Vedde AS owns 50% of the Norwegian trading company Norsildmel AS.
What Will the Merger Mean To Employees, Suppliers And Other Partners?
The registered office of the new company, TripleNine Group A/S, will be Esbjerg, with Christian Bisgaard as CEO. Christian Bisgaard also remains CEO of TripleNine A/S, i.e. the current activities except Pharma.
– The first noticeable change will be the enhancement of the company’s economic and financial competences via the appointment of Poul Mikkelsen as Group CFO. Otherwise, the administration remains unchanged, although time is likely to bring more and new tasks to be taken care of, Anker Mejnertz, the TripleNine Chairman of the Board, says.
– In that the Thyborøn facility, as the largest plant, will be a key location in the new organization, we will see some challenges in terms of attracting raw materials – at least at the present level. Thus, the market potentials of suppliers and shareholders have been secured, also in the future, the Chairman states.
Esbjerg will be the setting for the entire logistical setup with significant warehousing and processing facilities. A large part of both current and future trading activities will be centered around the stocks in Esbjerg.
Independent Pharma To Be Renamed
TripleNine Pharma is not included in the merger and the company remains a fully-owned company under TripleNine Holding.
In connection with the merger, the parties have agreed that the “TripleNine” and “999” names solely may be used by TripleNine Group A/S and its subsidiaries. Hence, both TripleNine Pharma and TripleNine Pharma Holding need new names.
The Group Management
Following these organizational changes, employees, suppliers and partners may be interested in knowing who manage the various companies.
The management teams are as follows:
TripleNine Holding A/S:
The same shareholders and the same Board as the former TripleNine Fish Protein A/S. The Board: Anker Mejnertz (Chairman), Søren Espersen (Deputy Chairman), Holger Lodberg, Leif Knak, Jean Christensen, Niels Hounisen, René Schmidt, Michael Pedersen, Jørgen Riise and Lars Krause Kjær.
CEO: Nils Christian Jensen.
TripleNine Group A/S:
The Board: Anker Mejnertz, Leif Knak and Niels Arne Hounisen from TripleNine. Add to this, Hans Peter Koppernæs, Odd Gjortz and Kenneth Lande-Klokk from Koppernæs as well as Harald Røkenes who has been elected independent external Chairman of the Board.
CEO: Christian Bisgaard.
Group CFO: Poul Mikkelsen.
TripleNine A/S:
Same Board as TripleNine Group.
CEO: Christian Bisgaard.
CFO: Stefan Due.
Vedde AS:
Same Board as TripleNine Group.
CEO: Ola Kåre Dybvik.
Goal Is To Create More Value
Anker Mejnertz draws attention to the fact that the Demerger Statement for the demerger of the old TripleNine A/S into TripleNine Pharma Holding A/S and a new TripleNine A/S to be included in TripleNine Group A/S was released on April 30 and that a 4-week deadline for responding applies before the demerger may be finally approved.
Furthermore, Anker Mejnertz emphasizes that the purpose of the merger is to create as much value in TripleNine Holding A/S as possible, and thereby for the company shareholders.
FiskerForum.com