The independent members of the Board of Directors of Topdanmark A/S (“Topdanmark”), one of Denmark’s leading insurance companies, today announced that it has entered into a combination agreement pursuant to which Sampo will make a recommended public tender offer (share exchange offer) to the shareholders of Topdanmark for up to all shares (except treasury shares and shares already held by Sampo) in Topdanmark with consideration consisting of new A shares of Sampo (the “Exchange Offer”).
Sampo currently owns 49.6% of the shares outstanding of Topdanmark. The agreed exchange ratio of 1.25 Sampo A share per Topdanmark share pursuant to the combination agreement implies an equivalent offer share price per Topdanmark share of DKK 366.38 corresponding to a premium of approximately 27% over Topdanmark closing price on Friday 14 June 2024 and values 100% of the shares of Topdanmark at DKK 33bn.
ABG Sundal Collier acts as independent financial adviser, retained by the independent Board of Directors of Topdanmark, in connection with the provision of a statement as to the fairness from a financial point of view of the Exchange Offer.
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