Demerger of Wilh. Wilhelmsen ASA with transfer to
Treasure ASA
Reference is made to the stock exchange notice of 17
March 2016 regarding the proposed demerger of Wilh.
Wilhelmsen ASA (WWASA) with transfer of the shares in
Den Norske Amerikalinje AS to Treasure ASA (Treasure)
and call for an EGM 20 April 2016 to deal with the
demerger.
WWASA and Treasure today announce that the respective
general meetings have approved the joint demerger plan
dated 17 March 2016, whereby all WWASA's shares in Den
Norske Amerikalinje AS are transferred to Treasure,
while all other assets, rights and liabilities will
remain with WWASA. Upon completion of the demerger,
Den Norske Amerikalinje will be a wholly owned
subsidiary of Treasure, and Treasure will own the
12.04% shareholding in Hyundai Glovis through Den
Norske Amerikalinje AS. Treasure will be listed on
Oslo Børs upon the completion of the demerger.
The consummation of the demerger is subject to the
satisfaction of a number of conditions, including that
legislation does not prevent registration of the
demerger and the parties obtain permissions/consents
from public authorities, contract parties and third
parties which are required in order to carry out the
demerger, a resolution has been made by the Oslo Stock
Exchange for the listing of Treasure on the Oslo Stock
Exchange, or on another regulated market, that the
creditor notice period has expired for both parties
and the relation to any creditors which have submitted
objections have been clarified.
The shares in Treasure will be distributed on a pro
rata basis to the shareholders of WWASA as of expiry
of the date of registration of the consummation of the
demerger with the Norwegian Register of Business
Enterprises (Nw. Foretaksregisteret), which is
expected to occur on or about 7 June 2016 following
expiry of the creditor notice period, as such
shareholders appear in the shareholders register of
WWASA with the Norwegian Central Securities Depositary
(Nw. Verdipapirsentralen) as of expiry of the second
trading day thereafter (i.e. on or about 9 June 2016).
The listing and the first day of trading in the shares
in Treasure on Oslo Børs is expected to be on or about
8 June 2016.
Further information will be provided in the
information memorandum to be prepared by WWASA and the
listing prospectus to be prepared for Treasure.
About Treasure:
Treasure is a newly incorporated public limited
liability company. Treasure will upon the completion
of the demerger be the owner of a 12.04% investment in
Hyundai Glovis through Den Norske Amerikalinje AS.
Treasure will apply for listing on Oslo Børs with
effect from the completion of the demerger. Treasure
has on 20 April 2016 elected a new board of directors
consisting of Thomas Wilhelmsen (chairman), Christian
Berg, Marianne Lie and Bente Gudveig Brevik. The
management of Treasure will be announced closer to the
date of listing of Treasure. Treasure does not have
any employees.
About WWASA:
Wilh. Wilhelmsen ASA is through its operating
companies the world leading operator within the
rolling cargo segment. It is the only listed company
in its niche, and offers global car and ro-ro
customers sea transportation and integrated logistics
solutions from factory to dealer.