Aker BP Fulfils Closing Conditions For Merger With Lundin Energy Deal

Aker BP (DETNF), engaged in the exploration and production of oil and gas on the Norwegian continental shelf on Wednesday announced the fulfilment of all conditions for completion of its merger with Lundin Energy MergerCo AB (publ).

The target company i.e., Lundin Energy MergerCo AB (publ) has been newly established as a Swedish public limited liability company, wholly owned by Lundin Energy AB (publ) (LNDNF) and consisting of the exploration and production business (including assets, rights and liabilities) of Lundin Energy.

Lundin Energy would distribute all shares in the target company to its shareholders through a so-called Lex Asea dividend before 29 June.

The merger is expected to be completed by 30 June 2022.

The deadline for requesting conversion of SDRs to receive Aker BP shares on 13 July is 15:00 CEST on 11 July. Delivery of the merger consideration (cash and SDRs) would also take place on the same day.

As consideration, the target company’s shareholders would receive a cash amount in SEK corresponding to USD 7.76 plus 0.95098 shares in Aker BP, initially represented by so-called Swedish Depository Receipts, for each share in target outstanding as at completion of the merger.

Aker BP would distribute only whole SDRs and the number of delivered SDRs would for each target shareholder be rounded down to the nearest whole number.

Delivery of shares in Aker BP to holders of SDRs that have requested a conversion of their SDRs would be completed by July 13.

Delivery of cash for excess fractions of merger consideration shares would be completed by 19 July.

The deadline for requesting free conversion of SDRs to Aker BP shares is August, 10.

The deadline for requesting conversion of SDRs to Aker BP shares, before closing down the SDR program, with sale of underlying Aker BP shares and compensation in cash is 11, July 2023.

SEB Corporate Finance, Skandinaviska Enskilda Banken AB is financial Advisor to Aker BP in connection with the Merger. Advokatfirmaet BAHR AS is Norwegian legal advisor and Hannes Snellman Attorneys Ltd is Swedish legal advisor to Aker BP in connection with the Merger.

Shares of Aker BP closed Tuesday’s trading at $41.65, up $1.97 or 4.96 percent from the previous close. Shares of Lundin Energy AB (publ) closed Monday’s trading at $46.65.

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