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.
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 (http://www.cermaq.com/)
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Source: Cermaq ASA via Thomson Reuters ONE
