BAHR´S NORWEGIAN PUBLIC TAKEOVER DEAL STUDY 2023 EDITION

Dear reader,

Welcome to the latest edition of BAHR’s Norwegian Public Takeover Deal Study. In this survey, we have examined the latest developments and key terms for takeovers on the Oslo Stock Exchange for the year 2022.

BAHR continues to advise on a significant number of public M&A transactions in Norway, each year giving us even deeper insight into prevailing market terms and trends. In our annual study of public takeover bids in the Norwegian market, we have examined the latest developments on key terms and figures for takeovers on the Oslo Stock Exchange, which have been sourced from transactions in the period spanning 2015 – 2022.

This study focuses on some recurring and emerging issues in public takeover acquisitions in Norway. The topics covered in this study range from overall transaction structure and timing, such as the strategic review process and alternatives for dealing with management and significant shareholders, to specific contractual provisions, such as material adverse change clauses and nonsolicitation provisions.

As per last year’s edition, we have included both standalone and consolidated figures from previous years to offer a basis for comparison and share the insight we have gained over recent years. This year we have also seen a series of takeovers on the Euronext Growth Oslo market. New for this year’s edition is that we have included key figures from these transactions in our study. We invite you to review the results of the study, which we hope will provide valuable insight for you in future transactions.

Yours sincerely,

Lars Knem Christie, Martin Kloster Aasen and Camilla Iversen