NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, INTO OR WITHIN AUSTRALIA, CANADA, HONG KONG, JAPAN, NEW ZEALAND AND SOUTH AFRICA, OR ANY JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.
Reference is made to the stock exchange announcement dated 27 June 2025 regarding completion of the unregulated recommended voluntary cash to acquire all issued and outstanding shares in Vow Green Metals AS (the “Company”) except for shares owned by the Rollover Shareholders (as defined in the offer document dated 19 May 2025 (the "Offer Document") by Midas Industri AS (the "Offeror") at NOK 0.95 per share, as further set out in the Offer Document (the "Offer"). Following settlement of the Offer, the Offeror holds 185,546,524 shares in the Company, representing approximately 91.49% of the issued and outstanding share capital and voting rights in the Company.
The board of directors of the Offeror has, effective from after close of trading on Euronext Growth Oslo today, 27 June 2025, resolved to carry out a compulsory acquisition of all remaining shares in the Company not owned by the Offeror pursuant to section 4-26 of the Norwegian Private Limited Liability Companies Act. As a consequence, the Offeror has assumed ownership of all shares in the Company. The offered redemption price in the compulsory acquisition is NOK 0.95 per Share, equal to the offer price in the Offer (the “Redemption Price”).
Payment of the Redemption Price is expected to be made on or about 2 July 2025, and a notice regarding the compulsory acquisition will be sent to all former shareholders subject to the compulsory acquisition whose addresses are known. In addition, the compulsory acquisition will be announced through the electronic notice service of the Norwegian Register of Business Enterprises (Nw.: Brønnøysundregistrene).
Any objections to, or rejections of, the Redemption Price must be made at the latest by 23:59 (CET) on 2 September 2025. Former shareholders in the Company who do not object to, or reject, the Redemption Price within this deadline will be deemed to have accepted the Redemption Price.
As a consequence of the compulsory acquisition, the Offeror will pursue a delisting of the Company’s shares from Euronext Growth Oslo. A separate stock exchange announcement will be published regarding such delisting.
Contacts
For further information, please contact:
Cecilie Jonassen, CEO, Vow Green Metals AS, + 47 954 20 126, cecilie.jonassen@vowgreenmetals.com
Jan Halvard Aas Møller, CFO, Vow Green Metals AS, + 47 901 15 375, jan.moller@vowgreenmetals.com
About Vow Green Metals
Vow Green Metals’ strategy is to be a leading producer of biocarbon and other carbon-neutral products that enable the green transition in hard-to-abate industries. We are on a mission to accelerate the world’s transition to renewable materials by offering green alternatives to replace fossil-reduction agents in the metallurgical industry. The core of our business is to build, own and operate biocarbon production plants using state-of-the-art pyrolysis technology to turn biomass and biomass waste streams into our core product, biocarbon. Our biocarbon production process also creates other valuable products like bio-oil and bioenergy. With our standardized solutions, unique access to proprietary technology, and a growing global pipeline of projects, we are upholding our first-mover position in a growing market where speed and scale will be determining factors. Vow Green Metals is building a new biocarbon industry on the shoulders of its largest shareholder and technology partner, Vow ASA, which provides access to competence and capabilities acquired through decades of industrial innovation. Read more: www.vowgreenmetals.com
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This information is subject to the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act.