Euronext controls 61.4% of Oslo Børs VPS capital

The distribution of the offer document and the making of the offer may in certain jurisdictions be restricted by law, including without limitation in Australia and Japan. Accordingly, the offer is not made and does not constitute an offer or solicitation in these jurisdictions, or in any jurisdiction or to any person where the making or acceptance of the offer or solicitation would be in violation of the laws or regulations of such jurisdiction.

EURONEXT CONTROLS 61.4% OF OSLO BØRS VPS CAPITAL

UNCONDITIONAL OFFER FOR REMAINING SHARES OPEN UNTIL 28 JUNE 2019

Amsterdam, Brussels, Dublin, Lisbon, London and Paris – 4 June 2019 – Euronext, the leading pan-European exchange, announces today that it now controls, through direct ownership, irrevocable commitments and acceptances of the offer launched on 14 January 2019 and declared unconditional on 31 May 2019, 61.4% of the total issued and outstanding share capital of Oslo Børs VPS. Settlement of Shares tendered under the offer and agreed to be acquired is expected to occur by 14 June 2019.

As previously announced, Euronext launched on 31 May 2019 an unconditional offer¹ on the same terms (NOK 158 plus a fixed interest payment of NOK 3.21 per share) for all issued and outstanding Shares not already owned by it. This unconditional offer is open for Acceptance until 28 June 2019 at 18:30 Central European Time.

Following the launch of the unconditional offer, the Board of Directors of Oslo Børs VPS recommended on 31 May 2019 that shareholders in Oslo Børs VPS wishing to sell their Shares should accept the offer from Euronext.

Shareholders accepting this unconditional offer on or before 7 June 2019 will receive settlement on 14 June 2019. Shareholders are informed that Euronext will not be subject to any obligation to make, and does not intend to make, any new offer to Oslo Børs VPS shareholders once this unconditional offer has been completed.

Stéphane Boujnah, CEO and Chairman of the Managing Board of Euronext said: “Euronext thanks all the Oslo Børs VPS shareholders who supported its offer and looks forward to closing the transaction by end of June 2019. As part of the Euronext family, Oslo Børs VPS will continue to be a strong and leading Nordic exchange and CSD, and will become the hub for Euronext’s ambitions in the region. We will now start working with the management and employees of Oslo Børs VPS to build our common strategy for the benefit of all stakeholders.”

Defined terms with capital letters herein have the meaning as in Euronext’s Offer Document published on 31 May 2019 available on www.euronext.com.

Contacts:

Media 
Pauline Bucaille:                                                     +33 1 70 48 24 45; mediateam@euronext.com

Analysts & investors
Aurélie Cohen:                                                       +33 1 70 48 24 17; ir@euronext.com

About Euronext
Euronext is the leading pan-European exchange in the Eurozone, covering Belgium, France, Ireland, The Netherlands, Portugal and the UK. With 1,300 listed issuers worth €3.5 trillion in market capitalisation as of end March 2019, Euronext is an unmatched blue chip franchise that has 24 issuers in the Morningstar® Eurozone 50 Index℠ and a strong diverse domestic and international client base. Euronext operates regulated and transparent equity and derivatives markets and is the largest centre for debt and funds listings in the world. Its total product offering includes Equities, FX, Exchange Traded Funds, Warrants & Certificates, Bonds, Derivatives, Commodities and Indices. Euronext also leverages its expertise in running markets by providing technology and managed services to third parties. In addition to its main regulated market, Euronext also operates Euronext GrowthTM and Euronext AccessTM, simplifying access to listing for SMEs.
For the latest news, find us on Twitter (twitter.com/euronext) and LinkedIn (linkedin.com/euronext).

IMPORTANT DISCLAIMER
The offer is being made to shareholders resident in the United States in reliance on the Tier I exemption pursuant to Rule 14d-1(c) under the U.S. Securities Exchange Act of 1934, as amended (the “Exchange Act”). Euronext reserves the right to acquire or agree to acquire shares or rights to shares outside the offer during the acceptance period in accordance with applicable law and regulations and the provisions of the exemption provided under Rule 14e-5(b)(10) under the Exchange Act. Any of the purchases referred to in this paragraph may occur either in the open market at prevailing prices or in private transactions at negotiated prices. Information about such purchases will be disclosed as and if required by applicable securities laws.

Disclaimer
This press release is for information purposes only and is not a recommendation to engage in investment activities. This press release is provided “as is” without representation or warranty of any kind. While all reasonable care has been taken to ensure the accuracy of the content, Euronext does not guarantee its accuracy or completeness. Euronext will not be held liable for any loss or damages of any nature ensuing from using, trusting or acting on information provided. No information set out or referred to in this publication July be regarded as creating any right or obligation. The creation of rights and obligations in respect of financial products that are traded on the exchanges operated by Euronext’s subsidiaries shall depend solely on the applicable rules of the market operator. All proprietary rights and interest in or connected with this publication shall vest in Euronext.
This press release speaks only as of this date. Euronext refers to Euronext N.V. and its affiliates. Information regarding trademarks and intellectual property rights of Euronext is located at www.euronext.com/terms-use.
© 2019, Euronext N.V. - All rights reserved.

The Euronext Group processes your personal data in order to provide you with information about Euronext (the "Purpose"). With regard to the processing of these personal data, Euronext will comply with its obligations under the Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 (General Data Protection Regulation, “GDPR”), and any applicable national laws, rules and regulations implementing the GDPR as provided in its privacy statement available at: https://www.euronext.com/en/privacy-policy.
In accordance with the applicable legislation you have rights as regard to the processing of your personal data:

• for more information on your rights, please refer to: https://www.euronext.com/data_subjects_rights_request_information,
• for any request regarding the processing of your data or if you want to unsubscribe to this press release, please use our data subject request form https://connect2.euronext.com/form/data-subjects-rights-request or email our Data Protection Officer at dpo@euronext.com.

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¹ Please refer to the press release published on 31 May 2019, available on www.euronext.com

Attachment

• 20190604 Euronext updated ownership