Beskrivning
Land | Norge |
---|---|
Lista | OB Match |
Sektor | Sällanköp |
Industri | Gaming |
2023-11-02 21:00:07
Oslo, 2 November 2023
Reference is made to the stock exchange announcement on 11 October 2023
regarding the settlement notification by Kangaroo BidCo AS (the "Offeror") for
the recommended voluntary offer (the "Offer") by the Offeror to acquire all
outstanding shares in Kahoot! ASA ("Kahoot!") for a cash consideration of NOK
35.00 per share (the "Offer Price").
Pursuant to an Investment Agreement dated 14 July 2023 (as further described in
the stock exchange announcement regarding the announcement of the Offer on 14
July 2023), certain investors and members of the Kahoot! management team (the
"Management Investors") have undertaken to co-invest in the Offeror through a
co-investment vehicle, KMAN AS ("KMAN"). The Management Investors have today
therefore as the first step in this process transferred a total of 19,562,085
shares in Kahoot! to KMAN at a price per share of NOK 35, i.e. equal to the
Offer Price. These shares will be transferred to the Offeror in connection with
the settlement of the Offer which is to occur no later than 9 November 2023.
In accordance with the Investment Agreement, the following primary insider and
close associates of primary insiders have transferred shares in Kahoot! to KMAN
at a price per share equal to the Offer Price, as further specified below:
o Glitrafjord AS, a close associate of Eilert Giertsen Hanoa (CEO), has
transferred 2,305,000 shares in Kahoot!.
o Newbrott AS, a close associate of Åsmund Grytting Furuseth (CPO), has
transferred all its 7,606,000 shares in Kahoot!.
o JEMS Holding AS, a close associate of Jostein Nydahl Håvaldsrud (CTO), has
transferred all its 460,000 shares in Kahoot!.
o Eikum AS, a close associate of Lars Erik Grønntun (COO), has transferred all
its 1,119,960 shares in Kahoot!.
o Ken Østreng (CFO) has transferred all his 45,000 shares in Kahoot!.
Following the above transfers, Åsmund Grytting Furuseth, Lars Erik Grønntun and
Ken Østreng do not hold any shares in Kahoot!. Jostein Nydahl Håvaldsrud holds
97 shares personally, and Eilert Giertsen Hanoa holds 38,978,910 shares in
Kahoot! through Glitrafjord AS, a company wholly owned by Eilert Giertsen Hanoa
through AS Real-Forvaltning.
Required notifications are attached to this stock exchange announcement.
KMAN is currently a wholly owned subsidiary of Glitrafjord AS, a company wholly
owned by Eilert Giertsen Hanoa through AS Real-Forvaltning. Following the above
transfers of Kahoot! shares by the Management Investors to KMAN, Eilert Giertsen
Hanoa, through his close associates KMAN and Glitrafjord AS, will for an interim
period until the other Management Investors become KMAN shareholders upon
registration of a share capital increase in that company increase his
consolidated holding of votes and capital in Kahoot! from 41,283,910 shares to
60,845,995 shares, equal to a change in ownership interest from 8.38% to 12.35%.
For further information please contact:
Ken Østreng, CFO
Phone: +47 911 51 686
Email: keno@kahoot.com
Jonas Forslund, Director Investor Relations
Phone: +358 40 595 0968
Email: jonasf@kahoot.com
This information is subject to the disclosure requirements in Regulation EU
596/2014 (MAR) article 19 number 3 and section 5-12 of the Norwegian Securities
Trading Act.