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Name | Symbol | Market | Type |
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iShares Mortgage Real Estate ETF | AMEX:REM | AMEX | Exchange Traded Fund |
Price Change | % Change | Price | High Price | Low Price | Open Price | Traded | Last Trade | |
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0.00 | 0.00% | 22.17 | 0 | 12:30:38 |
Åge Remøy has through Forsa AS entered into a contract with Rem Offshore ASA ("Rem Offshore" or the "Company") making available for sale to minority shareholders of Rem Offshore up to 1,281,600 Class A shares of Solstad Offshore ASA ("Solstad Offshore ") that Forsa AS will receive as consideration in connection with the merger. This represents 21.36% of the Class A shares allocated to Forsa AS in the merger, equal to the percentage of capital in Rem Offshore owned by shareholders other than companies controlled by Åge Remøy prior to implementation of the restructuring and merger.
"We do not agree with the criticism that has been voiced concerning equal treatment of shareholders. Nevertheless, we want to make sure that there is absolutely no basis for claiming that there has been unreasonable and unequal treatment that was not based on the critical situation facing the Company," said Åge Remøy, Chairman of the Board and majority shareholder of Rem Offshore ASA.
Based on this, the following offer is made by Forsa AS:
ABG Sundal Collier ASA is engaged in connection with the Offer. Eligible Shareholders with known addresses will receive written information about the Offer. Eligible Shareholders may also contact ABG Sundal Collier ASA through the contact details given at the end of this notice for more information about the procedures for acceptance of the Offer.
On 16 November, 2016, the Board of Oslo Børs resolved to impose a violation charge on Rem Offshore for violation of the equal treatment rules in connection with the financial restructuring of Rem Offshore and the merger with Solstad Offshore. The Board of Directors of the Company ("The Board") and Åge Remøy strongly disagree with the Board of Oslo Børs's assessments.
"We did what was necessary in a critical situation for the company. There was therefore, in our view, no breach of the equal treatment rules. There was obviously unequal treatment, but we maintain that this was not unreasonable and without factual basis, given the circumstances," said board member of Rem Offshore, Inger Marie Sperre.
A basic premise of the restructuring was that the equity was lost, and bankruptcy of the company was the only alternative if a restructuring was not completed. In such a situation, the Board has a responsibility to safeguard the interests of the creditors as a group.
"We feel that Oslo Børs has not taken into account the critical situation in which the company was. Creditors demanded that the company raise new equity. The Board, supported by its advisers, considered that in the current situation, new equity was not realistically available from other sources than Åge Remøy. His willingness and ability to invest new capital was the reason for the differential treatment," said Sperre.
Only one shareholder voted against the restructuring. After the general meeting, a repair offering was performed to limit the differential treatment. Very few shareholders chose to participate in this offering.
The Board has used its best judgment, given the situation with regards to the involved banks, bondholders, company creditors and minority shareholders, but notes that the Board of Oslo Børs introduces new and unrealistic assessments retrospectively. The Board has decided to appeal the decision of the Board of Oslo Børs.
For further information:
Forsa AS
Åge Remøy, +47 905 91 292
Rem Offshore ASA
Ola Beinnes Fosse, acting CEO, +47 975 31 227
For questions regarding the technical implementation of the Offer:
ABG Sundal Collier ASA, +47 22 01 60 00
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