(Información remitida por la empresa firmante)
Shareholders representing at least 98% of the shares in Thor Medical have signed or adhered to the AgreementElection of the nominated Board of Directors
The combined company’s continued listing on Oslo Børs
A notice calling for the AGM to approve the necessary corporate resolutions is expected to be issued on 7 of June.
The Agreement is expected to be closed in Q2’23, following which the Company intends to change its name to Thor Medical ASA. Shareholders representing approx. 29% of the shares in Nordic Nanovector, including North Energy ASA, Jon Magne Asmyr, Sciencons AS (a company controlled by Roy Hartvig Larsen) and Ekornhuset AS (a company controlled by Ludvik Sandnes), have irrevocably agreed to vote in favour of the Transaction on the AGM. Shareholders in Thor Medical collectively holding more than 90% of the shares in Thor Medical on a fully diluted basis have committed to support the Transaction.
Lock-up
Shareholders representing 86.03% of the shares in Thor Medical, including Scatec Innovation AS, Scatec Invest II AS, Scatec Invest IV AS, Roht Invest AS, Bergfald Holding AS, Brennebu AS and Alf Bjørseth, CEO have agreed, subject to certain conditions, to a lock-up undertaking of 12 months following closing of the Transaction. Nordic Nanovector shareholders Jon Magne Asmyr, Roy Hartvig Larsen and Ludvik Sandnes have agreed the same.
Advisers
Carnegie Investment Bank is acting as financial advisor to Nordic Nanovector with Advokatfirmaet CLP as legal advisor. Selmer is acting as legal advisor to Thor Medical.
Presentation
A presentation by Nordic Nanovector and Thor Medical will be held in-person and webcast at 10:00 CEST on 7 of June followed by a Q&A session. To join the webcast please sign up via www.nordicnanovector.com.
Venue: Advokatfirmaet CLP DA, Sommerrogata 13, 0255 Oslo
The associated slides will be available at www.nordicnanovector.com and www.scatecinnovation.no shortly before the webcast.
Contacts
Nordic Nanovector IR enquiries
Ludvik Sandnes, Interim CEO & CFO
+47 907 43 017
Thor Medical
John Andersen, Jr., Chairman of the Board
+47 90 17 40 80
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Important information:
This information is considered to be inside information pursuant to the EU Market Abuse Regulation (MAR) and is subject to the disclosure requirements pursuant to Section 5-12 the Norwegian Securities Trading Act. The stock exchange announcement was published by Ludvik Sandnes, Interim CEO & CFO of Nordic Nanovector ASA, at the time and date stated above in this announcement.
This announcement is not and does not form a part of any offer to sell, or a solicitation of an offer to purchase, any securities. The distribution of this announcement and other information may be restricted by law in certain jurisdictions. Copies of this announcement are not being made and may not be distributed or sent into any jurisdiction in which such distribution would be unlawful or would require registration or other measures. Persons into whose possession this announcement or such other information should come are required to inform themselves about and to observe any such restrictions.
Matters discussed in this announcement constitute forward-looking statements. Forward-looking statements are statements that are not historical facts and may be identified by words such as “believe”, “expect”, “anticipate”, “strategy”, “intends”, “estimate”, “will”, “may”, “continue”, “should” and similar expressions. The forward-looking statements in this release are based upon various assumptions, many of which are based, in turn, upon further assumptions. Although Nordic Nanovector believes that these assumptions were reasonable when made, these assumptions are inherently subject to significant known and unknown risks, uncertainties, contingencies and other important factors which are difficult or impossible to predict and are beyond its control.
The information, opinions and forward-looking statements contained in this announcement speak only as at its date, and are subject to change without notice. Nordic Nanovector undertakes no obligation to review, update, confirm, or to release publicly any revisions to any forward-looking statements to reflect events that occur or circumstances that arise in relation to the content of this announcement.
This announcement is for information purposes only and is not to be relied upon in substitution for the exercise of independent judgment. It is not intended as investment advice and under no circumstances is it to be used or considered as an offer to sell, or a solicitation of an offer to buy any securities or a recommendation to buy or sell any securities.
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