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2020-02-10 16:05:07
NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO AUSTRALIA,
CANADA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE
WOULD BE UNLAWFUL.
Brussels, Belgium and Oslo, Norway - 10 February 2020
Reference is made to the offer document dated 10 January 2020 (the "Offer
Document") regarding AKKA Technologies SE's (“AKKA”, the "Offeror") recommended
voluntary offer for all outstanding shares in Data Respons ASA ("Data Respons")
against a settlement in cash of NOK 48.00 per share (the "Offer").
Pursuant to Offer Document sections 4.2 and 4.8 the Offeror hereby extends the
Offer period until 12 February 2020 at 16:30 hours (CET). As a consequence of
the extension, the settlement of the Offer will be postponed correspondingly and
will take place no later than two weeks after announcement that the "Minimum
Acceptance" condition has been met or waived.
Other than set out above, there are no amendments to the terms of the Offer. The
acceptances already tendered will remain binding and there is no need for
shareholders that have accepted to take any action whether to confirm their
acceptances or otherwise.
AKKA will give an update of the level of acceptances and its shareholding before
the Oslo Børs opens tomorrow 11 February 2020 due to ongoing counting of
received acceptances.
As of the date of this announcement, the only outstanding remaining condition to
the Offer is the acceptance level of 90% of the issued and outstanding share
capital of Data Respons, ref the Offer Document section 4.3 (a) "Minimum
acceptance". Subject to the acceptance level being satisfied or waived, and
provided that no other conditions for completion are breached (ref the Offer
Document section 4.3 letters (b), (d), (e), (f) and (g)), the Offer is therefore
currently expected to be completed at the end of the offer period as adjusted.
The Offeror maintains its right to further extend the offer period (one or
several times), but not beyond 23 March 2020 at 16:30 hours (CET).
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, with the amended offer period for the Offer as described
herein.
The Offer Document is, subject to regulatory restrictions in certain
jurisdictions, available at www.dnb.no/emisjoner/
(http://www.dnb.no/emisjoner/), as well as on the homepages of AKKA at
www.akka-technologies.com/investors/
(http://www.akka-technologies.com/investors/) and Data Respons at
www.datarespons.com (http://www.datarespons.com).
J.P. Morgan Securities Plc is acting as financial adviser to the Offeror and DNB
Markets, a part of DNB Bank ASA, is acting as domestic financial advisor and
receiving agent. Advokatfirmaet Thommessen AS is the Norwegian legal adviser to
the Offeror in connection with the Offer.
For further information, please contact:
Dov Levy: + 32(0) 2 712 61 24
VP Investor Relations of AKKA
Markus Leutert: + 32(0) 4 96 26 27 55
Group Head of Communications or AKKA
Important Information about this release
The Offer Document contains further details regarding the Offer, and the Data
Respons shareholders are advised to review the Offer Document in detail. The
Offer and the distribution of this announcement and other information in
connection with the Offer may be restricted by law in certain jurisdictions and
the Offer is not made in any jurisdiction where the making of the Offer would
not be in compliance with the laws of such jurisdiction. The Offeror assumes no
responsibility in the event there is a violation by any person of such
restrictions. Persons into whose possession this announcement or such other
information should come are required to inform themselves about and to observe
any such restrictions. This announcement does not in itself constitute an offer.
The Offer is made in the Offer Document and can only be accepted pursuant to the
terms of such document.