Information about the Minority Offer

A second opportunity to exchange shares in the business combination with Hiddn Solutions ASA

13. January 2017

The acceptance period commenced , 4 January 2017 and ended 12 January 2017 at 16:30 CET.

 

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4 January 2017

Hiddn Security AS – New Minority Offer

Reference is made to the announcement from Hiddn Security AS (the “Company”) on 29 December 2016 regarding the completed business combination with Hiddn Solutions ASA (“Hiddn Solutions”) (the “Transaction”). At the date of the closing of the Transaction, shareholders representing approximately 90.5% of the outstanding shares in the Company had accepted to participate in the Transaction, either by agreement or through an offer made to all shareholders in the Company not being a part of the Transaction through agreement (the “Initial Minority Offer”).

The Initial Minority Offer ended, after extension, on 22 December 2016. For the purpose of facilitating 100% ownership in the Company, and also providing the shareholders in the Company that did not participate in the Transaction a second opportunity to exchange their shares for the same consideration as in the Transaction, Hiddn Solutions today launches a second minority offer (the “Minority Offer”) to all remaining shareholders of Hiddn Security.

By accepting the Minority Offer, the shareholders of the Company will receive consideration of 1.83068551 share in Hiddn Solutions (the “Consideration Shares”) per 1 share owned in the Company. The acceptance period commence today, 4 January 2017 and is scheduled to end on 12 January 2017 at 16:30 CET. The Consideration Shares will give the holders pre-emptive rights to participate in a contemplated NOK 20 – 60 million rights issue in Hiddn Solutions, expected to be carried out in January/February 2017. Further information on the Minority Offer, including acceptance form, is available at the Company’s website www.hiddn.no.

Following completion of the second Minority Offer, Hiddn Solutions will consider a forced transfer of shares owned by minority shareholders in the Company pursuant to section 4-26 of the Norwegian Limited Liability Companies Act. Further, the Company will seek de-listing of the shares on NOTC after the Minority Offer is completed.

Contact person:
Chairman of the Board in Hiddn Security AS, Øystein E. Tvenge, +47 9087 0000

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29 December 2016
Hiddn Security AS – completed business combination with Hiddn Solutions ASA

Reference is made to the announcement from Hiddn Security AS (the “Company”) on 8 December 2016 regarding the business combination with Hiddn Solutions ASA, former name AgaTech ASA, (“Hiddn Solutions”) (hereinafter referred to as the Transaction).

The Transaction has been completed today and shareholders representing approximately 90.5% of outstanding shares in the Company have sold 17,931,392 shares in exchange for shares in Hiddn Solutions. Consequently, Hiddn Solutions owns approximately 90.5% of the shares in the Company.

20 December 2016
Hiddn Security AS – approval of the Transaction – extended acceptance period of the Minority Offer
The extraordinary general meeting in Hiddn Solutions on 16 December 2016 resolved to approve the Transaction by resolving to issue shares to shareholders of the Company in exchange for shares in Hiddn Solutions upon completion of the Transaction.

Read more.

13 December 2016
Hiddn Security AS – reminder of Minority Offer
Reference is made to announcement from Hiddn Security AS (“Hiddn” or the “Company”) on 8 December 2016 regarding the business combination with AgaTech ASA (“AGA”) (the “Transaction”) and the offer to all minority shareholders in Hiddn to participate in the Transaction (the “Minority Offer”).

Read more.

08 December 2016
Hiddn Security AS – business combination with AgaTech ASA
On 25 November, shareholders in Hiddn Security AS (“Hiddn” or the “Company”) representing 44.5% of the outstanding shares in the Company, entered into an agreement to sell their shares in Hiddn to AgaTech ASA (“AGA”) (the “Transaction”). In addition, shareholders representing 37.8% of the shares have pre-accepted to participate in the Transaction. Consequently, approximately 82.3% of the shareholders in Hiddn have already entered into or otherwise accepted to participate in the Transaction.

Read more.

Contact person:
Chairman of the Board in Hiddn Security AS, Øystein E. Tvenge, +47 9087 0000