24 January 2024 : Reference is made to the announcement made on22 December 2023 byFerd AS and Tjaldur Holdco II AS, acting through Minerva Topco AS (the "Minerva"), regarding the completion of Minerva's tender cash offer to acquire all outstanding shares ("Shares") ofMintra Holding AS ("Mintra"), not already owned byFerd AS and Tjaldur Holdco II AS or to which Minerva was otherwise entitled (the "Offer"). Further reference is made to the announcements made on22 January 2024 regarding inter alia the disclosure of Minerva having obtained an ownership of more than 90% of the outstanding Shares and votes of Mintra and additional purchases of Shares by Minerva at a price ofNOK 4.00 per Share (the "Purchase Price"). Minerva, a close associate of RúniM. Hansen (chair) and Nils Jegstad (member) of the board of directors of Mintra, has on24 January 2024 acquired 17,234 Shares in Mintra, at the Purchase Price. Furthermore, the board of directors of Minerva has resolved to carry out a compulsory acquisition of all remaining 18,780,029 shares in Mintra (the "Minority Shares"), with immediate effect, pursuant to section 4-26 of the Norwegian Private Limited Liability Companies Act. Please see the attached form for further details. The redemption price offered for each Minority Share in the compulsory acquisition will beNOK 4.00 (the "Redemption Price"), corresponding to the Purchase Price. The full redemption amount has been placed in a separate bank account in accordance with section 4-26 of theNorwegian Private Limited Liability Companies Act. The rights and ownership of the Minority Shares will automatically be transferred to Minerva. Accordingly, Minerva will as from the date hereof own 100% of the outstanding shares of Mintra. Any objections to, or rejection of, the Redemption Price must be made no later than on25 March 2024 . Former shareholders of Mintra who do not object to, or reject, the Redemption Price within this deadline, will be deemed to have accepted the Redemption Price. A letter regarding the compulsory acquisition will be sent to all former shareholders of Mintra with known address and whose shares have been acquired by way of the compulsory acquisition. In addition, the compulsory acquisition will be announced in theNorwegian Register ofBusiness Enterprises' electronic publication. Following the compulsory acquisition, Minerva will pursue a delisting of the Shares of Mintra from Euronext Growth Oslo. A separate announcement will be made regarding such delisting. For further queries, please contact:Gustav Martinsen , Chairman, Minerva Topco AS, +47 957 39 240 Nils Jegstad, Board member, Minerva Topco AS, +47 971 34 058 * * * ABOUT MINTRA Mintra is the provider of global solutions for digital learning, competence and workforce management, primarily for energy, maritime and safety-critical industries. Mintra's portfolio of digital products includes workforce planning, training and skills management. More than 4,100 enterprises trust the company to improve security, increase efficiency and reduce costs. Mintra is an employer of choice and its global team prides itself on the culture of collaboration and exploration to enable the delivery of innovation to its customers. Mintra is headquartered inBergen, Norway , with offices and operations to support the delivery of on- and offline services to its global customers 24/7. * * * This information is subject to the disclosure requirements in Regulation EU 596/2014 (MAR) article 19 number 3 and section 5-12 of theNorwegian Securities Trading Act.
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