Hampidjan Hf. signed an agreement to acquire Mørenot AS from FSN Capital Partners AS for €33.9 million on November 16, 2022. The consideration will be paid with shares in Hampidjan, where the current owners of Mørenot will receive 50,981,049 shares in Hampidjan at a calculated price of ISK 112 per share, representing a premium to the last closing price of 20,4 %.

It is planned to increase Hampidjan's share capital accordingly and following such issuance the sellers' share will represent 9.4% of Hampidjan's total share capital. Around €1.4 million will be paid in cash to the sellers. Mørenot's turnover in 2021 amounted to €129 million and EBITDA amounted to €10 million.

Mørenot's financial statements are prepared in accordance with Norwegian accounting standards (NGAAP), while Hampidjan uses international accounting standards (IFRS). Had Mørenot prepared its financial statements in accordance with IFRS, Mørenot's EBITDA for 2021 would have amounted to €12 million with turnover remaining unchanged. Mørenot's total assets amounted to about €181 million at the end of 2021 adjusted to IFRS, and the company's equity amounted to about €58.6 million.

The company's total debts amounted to about €122.4 million. The purchase agreement is subject to the approval of competition authorities in Iceland, Greenland and the Faroe Islands. The purchase agreement is also subject to the approval of a shareholders meeting of Hampidjan to authorize the Board of Directors of Hampidjan to issue new shares as payment of the purchase price, and that current shareholders of Hampidjan forfeit their preemptive rights to the new shares.

Closing of the transaction is expected in January 2023. SEB Corporate Finance acted as sole financial advisor to Hampiðjan in Norway & Arion banki hf. acted as financial advisor to Hampiðjan in Iceland.

Advokatfirmaet Haavind AS & BBA Fjeldco ehf. acted as legal advisor to FSN Capital Partners. Advokatfirmaet Thommessen AS acted as legal advisor & Deloitte AS acted as accountant to Hampidjan, respectively.