Cermaq ASA : Discussions with Marine Harvest terminated - Marine Harvest offer seen as inadequate
31 Maggio 2013 - 9:34AM
Cermaq today announced that the
discussions between Cermaq and Marine Harvest on a potential
recommended offer by Marine Harvest for Cermaq have been
terminated.
At the same time, Cermaq has noted
the recent announcement by Marine Harvest of the intended launch of
a voluntary offer for all shares in Cermaq at NOK 107 per share,
with consideration consisting of NOK 53.25 in cash and 8.6 shares
in Marine Harvest. For a full description of the terms of the
offer, please refer to said announcement.
In the discussions with Marine
Harvest, Cermaq has presented certain conditions for its support of
an offer, particularly in relation to the financial terms and
composition of such offer, but also to secure broad support for the
offer by the Cermaq shareholders. The latter point has been
important to the Board as a broad support is believed to better
ensure an efficient integration between the two businesses to
facilitate the realisation of synergies and value creation from the
transaction. Given that the consideration discussed between the
parties consists of a substantial equity element, the nature of the
integration has a direct bearing on the value of the consideration.
While Marine Harvest has expressed a willingness to present a
significantly better offer conditional upon the recommendation of
such offer from the Cermaq Board, it has not been possible to reach
an agreement for such recommended offer. This is partly related to
the Board's evaluation of the financial terms discussed between the
parties, but also to the consideration of the Board that such terms
would not secure adequate acceptance of the offer as set out
above.
In regard to the Board's
evaluation of the voluntary offer now to be launched by Marine
Harvest, the Board is maintaining its conclusion that such offer
significantly undervalues Cermaq. The Board will render its full
statement regarding the offer in due course and within the time set
out in the Securities Trading Act.
Cermaq continues to evaluate its
strategic options with the objective of optimising value and
safeguarding the interests of its shareholders at large.
For
further information please contact:
CEO Jon
Hindar ph.
+47 23 68 50 10 mobile: +47 977 48 829
CFO Tore Valderhaug
ph. +47 23 68 50 38 mobile: +47 995 60 925
About Cermaq - Cermaq is an international group of
companies with activities in fish farming, production of salmonid
feed and research in aquaculture. Cermaq has operations in Norway,
Chile, Canada, Scotland, the main geographic regions for salmon and
trout farming, and in Vietnam. Through its business unit EWOS,
Cermaq ranks as the world's largest producer of feed for salmonids.
The business unit Mainstream is one of the world's leading farming
companies of salmon and trout. The group had sales of around NOK
11.8 billion in 2012. Cermaq is listed on the Oslo stock exchange
with ticker code CEQ. www.cermaq.com
This information is subject
of the disclosure requirements acc. to §5-12 vphl (Norwegian
Securities Trading Act)
This
announcement is distributed by Thomson Reuters on behalf of Thomson
Reuters clients.
The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and
other applicable laws; and
(ii) they are solely responsible for the content, accuracy and
originality of the
information contained therein.
Source: Cermaq ASA via Thomson Reuters ONE
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