Aankondiging • Feb 09

Castellum AB (publ) (OM:CAST) cancelled the acquisition of remaining 91.8% stake in Entra ASA (OB:ENTRA) from Folketrygdfondet and others.

Castellum AB (publ) (OM:CAST) made an offer to acquire remaining 91.8% stake in Entra ASA (OB:ENTRA) from Folketrygdfondet and others for NOK 30.9 billion on November 26, 2020. Under the terms of the transaction, Castellum is offering to each eligible Entra shareholder 13 newly issued Castellum shares for every 20 shares in Entra and NOK 25.68 in cash per share in Entra (base case consideration). As an alternative to the base case consideration, Castellum is offering eligible Entra shareholders a mix & match facility, through which each eligible Entra shareholder is given the possibility to elect, either to receive as much cash consideration as possible (in addition to the default cash consideration of NOK 25.68 per share in Entra) and thus as few newly issued Castellum shares as possible or to receive as many newly issued Castellum shares as possible (in addition to the default share entitlement of 13 newly issued Castellum shares for every 20 shares in Entra) and thus as little cash consideration as possible. Following completion of the Offer, Entra will apply for delisting of its shares on Oslo Bors. As of December 23, 2020, Samhällsbyggnadsbolaget i Norden AB (publ) made a competing offer for Entra ASA. Pursuant to the competing offer, Samhällsbyggnadsbolaget i Norden AB (publ) will acquire Entra ASA for NOK 34.6 billion. As on November 30, 2020, deal terms were revised and offer per share was revised to NOK 185 per share including the capitalized value of synergies. An additional NOK 14 per share will be given to each shareholder in lieu of the synergies. Post-closing, Entra shareholders would own approximately 28.2% per cent of the outstanding shares in the combined company. As of December 18, 2020, Castellum increased offer by 13.9% by offering each eligible Entra shareholder 8 newly issued Castellum shares for every 13 shares in Entra and NOK 54.39 in cash per share in Entra, representing a total value of NOK 1852 per Entra share excluding synergies. Considerattion will be given in 71% stock /29% cash, split with mix-and-match facility. In aggregate, a total of up to 102.8 million Castellum shares will be issued, and a total of up to NOK 9.1 billion will be paid in cash as consideration for Entra shares. In a related transaction, Castellum AB (publ) acquired 8.24% stake in Entra ASA from Nærings- Og Fiskeridepartementet for NOK 2.5 billion on November 26, 2020. The transaction is fully financed by Castellum’s cash on hand and a new bridge facility as well as back up facility arranged by J.P. Morgan Securities plc and Danske Bank. The initial acceptance period in the Offer will commence following publication of the offer document and is expected to last for 20 business days, subject to any amendments by Castellum. The combined company will have a primary listing on Nasdaq Stockholm and is expected to, post-completion of the offer, approval by the Oslo Stock Exchange, approval by the Norwegian Financial Supervisory Authority (as may be the case), and fulfilment of Listing requirements, be listed on the Oslo Stock Exchange to allow the Entra shareholders to keep their existing VPS accounts/securities depository for the holding of the Castellum shares, in the form of depository receipts. Castellum intends to apply for a secondary listing of its shares on Oslo Børs in connection with the offer. The combined company will be led by the Chief Executive Officer of Castellum, Henrik Saxborn. Post-closing, the combined company’s nomination committee is expected to continue to strive to nominate the most competent Board of Directors, also taking into consideration the new ownership structure of the combined company. Castellum’s largest shareholder, Rutger Arnhult, through M2 Asset Management, representing approximately 15% of the issued and outstanding shares in Castellum, has undertaken to vote for approval by an extraordinary general meeting in Castellum, to be held on or around December 21, 2020, of an authorization for the Board of Directors of Castellum to resolve to issue shares to be paid as consideration in the offer. APG Asset Management, Corem Property Group AB and Lannebo Fonder, altogether representing approximately 20% of the issued and outstanding shares in Castellum, have voiced their support for the transaction and their intention to vote for approval by the EGM of an authorization for the Board of Directors of Castellum to resolve to issue shares to be paid as consideration in the Offer. The transaction is subject to customary closing conditions such as valid acceptance of the offer by eligible Entra shareholders of more than 90% of the issued and outstanding shares and voting rights in Entra on a fully diluted basis (including shares in Entra owned by Castellum), approval by an extraordinary general meeting in Castellum scheduled on or around December 21, 2020, regulatory approvals, including by the Oslo Stock Exchange, of the listing and fulfillment of listing conditions, obtaining any required regulatory approval or completion of any waiting periods, no change to the corporate structure or share capital of Entra, no dividends or other distributions to Entra shareholders and no issuance of shares or any financial instruments giving a right to subscribe for shares in Entra and no governmental interference hindering consummation of the offer in accordance with its terms. Castellum reserves the right, in its sole discretion, to waive any of the conditions for completion of the offer. The completion of the offer is not conditioned on financing, due diligence or any antitrust approvals. As on December 1, 2020, Folketrygdfondet has decided to reject bids for Castellum AB. As of January 29, 2021, the board of directors of Entra ASA has considered all aspects of the offer and consequently recommended the shareholders of Entra ASA not to accept the offer. The Government Pension Funds holds an 11.76% stake in Entra and is able to block a bidder from acquiring more than 90% of shares, and thus prevent a compulsory purchase of remaining shares. If the offer is completed and Castellum, as a result of the Offer or otherwise, becomes the owner of Entra Shares representing more than 1/3 of the voting rights, Castellum will be required to make a mandatory cash offer for the remaining Entra Shares, unless Castellum following completion of the offer holds more than 90% of the shares and votes in Entra and within four weeks resolve a compulsory acquisition. The offer price for the mandatory offer must be equal to or higher than, the highest price paid or agreed to be paid. The board has not yet commented on the bid from Castellum AB. The offer is expected to be capable of being completed in Q1 2021. Revised Offer is expected to commence on or around January 8, 2021 and end on or around February 5, 2021. As of January 7, 2021, the offer period is expected to close on February 6, 2021 (subject to extension). The transaction is expected to have a positive financial effect on Entra and Castellum. The combined company is committed to retaining the conservative financial policy approach embedded in Castellum and Entra. The maximum loan-to-value target is expected to be maintained at 50% and it is expected that actual leverage upon completion of the transaction will be materially below this threshold. Danske Bank and J.P. Morgan Securities plc acted as the financial advisors and Mannheimer Swartling Advokatbyrå AB and Advokatfirmaet BAHR AS acted as the legal advisors for Castellum. ABG Sundal Collier acted as the financial advisor for Entra ASA. Cleary Gottlieb Steen & Hamilton LLP acted as legal advisor to Castellum. Castellum AB (publ) (OM:CAST) cancelled the acquisition of remaining 91.8% stake in Entra ASA (OB:ENTRA) from Folketrygdfondet and others on February 8, 2021.

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Inkomsten	NOK 1.14b

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Pakket	Gegevens	Tijdframe	Voorbeeld Amerikaanse bron ^*
Financiële gegevens bedrijf	10 jaar	Resultatenrekening Kasstroomoverzicht Balans	SEC-formulier 10-K SEC-formulier 10-Q
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Beheer	10 jaar	Leiderschapsteam Raad van bestuur	SEC-formulier 10-K SEC-formulier DEF 14A
Belangrijkste ontwikkelingen	10 jaar	Bedrijfsaankondigingen	SEC-formulier 8-K

Analist	Instelling
null null	ABG Sundal Collier
Paul May	Barclays
Erik Granström	Carnegie Investment Bank AB

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