Reference is made to the unregulated recommended voluntary cash offer to acquire all issued and outstanding shares in Everfuel A/S (the "Company" or "Everfuel") except for shares owned by the Rollover Shareholders (as defined in the offer document dated 2 September 2024 (the "Offer Document")) or held in treasury by the Company (the "Offer") by Faro BidCo ApS (the "Offeror") at NOK 13 per share, as further set out in the Offer Document and the stock exchange announcement published by Everfuel on 2 September 2024 regarding commencement of the period where shareholders may accept the Offer (the "Offer Period"), subject to the terms and conditions set out in the Offer Document.
The Offer Period expires at 16:30 (Oslo time) today, 7 October 2024. Pursuant to Section 1.9 (titled “Offer Period”) of the Offer Document, the Offeror hereby announces an extension of the Offer Period to 16:30 (Oslo time) on 21 October 2024. Acceptances of the Offer already received will remain binding and there is no need for shareholders that have already accepted the Offer to take any further action to confirm their acceptances.
The Offeror maintains and reserves its right to further extend the Offer Period (one or more times by up to an aggregate total of 10 weeks) on the terms and conditions set out in the Offer Document, but not beyond 11 November 2024.
The Offeror will provide an update on the status of received acceptances of the Offer in a separate stock exchange announcement which will be published in due course.
If and when the closing conditions for the Offer relating to (a) “Minimum Acceptance”, and (c) “Regulatory Approvals” (both as set out in the Offer Document) are both satisfied and/or waived by the Offeror, the Offeror shall announce a “Settlement Notification” (as defined in the Offer Document), provided that the Offeror has the right to extend the Offer Period (one or more times) up to the maximum of 10 weeks and if the Offeror chooses to extend the Offer Period then the settlement of the Offer will be extended accordingly (i.e., the Settlement Notification will first be issued at such later stage). Settlement of the Offer will remain subject to the other closing conditions, as set out in the Offer Document, and shall be made no later than fifteen (15) Business Days (as defined in the Offer Document) after the date on which the Offeror has issued the Settlement Notification.
All terms and conditions of the Offer as set out in the Offer Document (other than the extension of the Offer Period pursuant to this announcement) remain unchanged. The complete terms and conditions for the Offer, including procedures for how to accept the Offer and detailed information regarding settlement, are set out in the Offer Document.
The Offer may only be accepted on the basis of the Offer Document. Subject to regulatory restrictions in certain jurisdictions, the Offer Document is available on the following webpages: https://www.nordea.com/en/everfuel and https://www.sb1markets.no/en/transactions.
