EURONEXT GROWTH – THE BEGINNING

Year 2022 saw the first public tender offers on companies listed on Euronext Growth Oslo, the multilateral trading facility of the Oslo Stock Exchange. Since Euronext Growth Oslo, unlike Oslo Børs and Euronext Expand, is not a regulated market the ordinary laws and regulations for takeover offers do not apply. Specifically, the lack of an obligation to put forward a mandatory offer is a distinctive feature for this venue. Further, the rules for major shareholding disclosure do not apply either (save for the issuer’s obligation to announce a shareholder passing 50% and 90% ownership thresholds). In practice, these features enable bidders to explore alternative transaction structures from those that are practiced on the regulated marketplaces.

The very high listing activity on the growth market over recent years, combined with the added potential flexibility for bidders, has generated particular interest and anticipation as to the structure and form of future takeover offers for companies listed on Euronext Growth Oslo. However, the offers that have been made thus far have, to a large extent, followed along the lines of what is established practice in the realm of the regulated markets and in line with the Oslo Stock Exchange’s informal encouragement.

However, the full potential and opportunities in this market remain to be completely explored and we very much look forward to seeing what general market standards emerge and which practices are established.