Euronext now owns 100% of Oslo Børs VPS’ shares following completion of offer and compulsory acquisition
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The distribution of the offer document and the making of the offer may in certain jurisdictions be restricted by law, including without limitation in Australia and Japan. Accordingly, the offer is not made and does not constitute an offer or solicitation in these jurisdictions, or in any jurisdiction or to any person where the making or acceptance of the offer or solicitation would be in violation of the laws or regulations of such jurisdiction.
EURONEXT NOW OWNS 100% OF OSLO BØRS VPS’ SHARES FOLLOWING COMPLETION OF OFFER AND COMPULSORY ACQUISITION
Amsterdam, Brussels, Dublin, Lisbon, London, Oslo and Paris – 4 July 2019 – Euronext, the leading pan-European exchange, announces today that, following completion of its unconditional offer launched on 31 May 2019, it has acquired 42,747,242 shares of Oslo Børs VPS, representing 99.4% of the total issued and outstanding share capital.
Further to this, the board of Euronext has today, pursuant to section 4-25 of the Norwegian Public Limited Liability Companies Act, resolved to carry out a compulsory acquisition of all the remaining shares in Oslo Børs VPS not already owned by it. The offered redemption amount is the same as offered to shareholders in the offer launched on 31 May 2019, and has been deposited with SEB. Notices of the compulsory acquisition with further information will be distributed to all Oslo Børs VPS shareholders of record whose addresses are known and whose shares have been acquired by way of the compulsory acquisition. In addition, the compulsory acquisition will be announced electronically by the Norwegian Register of Business Enterprises.
As a consequence of the above, Euronext has today acquired the rights and ownership of the remaining shares subject to the compulsory acquisition which will be automatically transferred to Euronext, and accordingly Euronext is now the beneficial owner of 100% of the Oslo Børs VPS shares. The Oslo Børs VPS shares will today also be deregistered from the N-OTC.
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Euronext is the leading pan-European exchange in the Eurozone, covering Belgium, France, Ireland, The Netherlands, Portugal and the UK. The Norwegian stock exchange and its clearing & settlement subsidiary, together operating as Oslo Børs VPS, joined Euronext on 17 June 2019. With 1,239 listed issuers worth €3.8 trillion in market capitalisation as of end June 2019, Euronext is an unmatched blue chip franchise that has 26 issuers in the Morningstar® Eurozone 50 Index℠ and a strong diverse domestic and international client base. Euronext operates regulated and transparent equity and derivatives markets and is the largest centre for debt and funds listings in the world. Its total product offering includes Equities, FX, Exchange Traded Funds, Warrants & Certificates, Bonds, Derivatives, Commodities and Indices. Euronext also leverages its expertise in running markets by providing technology and managed services to third parties. In addition to its main regulated market, Euronext also operates Euronext GrowthTM and Euronext AccessTM, simplifying access to listing for SMEs.
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The offer is being made to shareholders resident in the United States in reliance on the Tier I exemption pursuant to Rule 14d-1(c) under the U.S. Securities Exchange Act of 1934, as amended (the “Exchange Act”). Euronext reserves the right to acquire or agree to acquire shares or rights to shares outside the offer during the acceptance period in accordance with applicable law and regulations and the provisions of the exemption provided under Rule 14e-5(b)(10) under the Exchange Act. Any of the purchases referred to in this paragraph may occur either in the open market at prevailing prices or in private transactions at negotiated prices. Information about such purchases will be disclosed as and if required by applicable securities laws.
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