Extension of the acceptance period
If the offer document explicitly reserves the right to extend the acceptance period, the offeror may extend the acceptance period up to a maximum of six weeks for a mandatory offer and ten weeks for a voluntary offer. Any extension of the acceptance period is subject to approval by Finanstilsynet.
The procedure for approval of the acceptance period:
Stock exchange notice regarding extension
The offeror must publish a stock exchange notice regarding the extension of the acceptance period prior to the expiry of the original acceptance period.
The acceptance period must be extended by at least one week at a time. The acceptance period must expire on a trading day.
The stock exchange notice must contain clear information on the extended acceptance period, as well as any other information about the offer that is relevant to the market. For voluntary offers, any updates relating to the fulfilment of conditions for completion must be disclosed in the stock exchange notice.
Stock exchange notice regarding status of received acceptances
The offeror must publish a stock exchange notice setting out the status of received acceptances, including information on any shares acquired outside the offer.
Such stock exchange notice must be published no later than prior to opening of the market on the first trading day following the extension.
Pre-approval of stock exchange notices
In the event of a possible extension of the acceptance period, drafts of stock exchange notices must be submitted to Finanstilsynet no later than 10:00 three trading days prior to the expiry of the original acceptance period.
The drafts are expected to be complete and thoroughly prepared. Information on received acceptances may be indicated in brackets pending final figures. The new expiry date of the acceptance period must be included in the first draft.
Finanstilsynet will provide feedback on the drafts received, including a new deadline for the offeror to submit revised drafts in which any comments from Finanstilsynet have been incorporated. Revised drafts of the stock exchange notices must be submitted in both clean and marked-up versions against the previous drafts.
No changes may be made to the stock exchange notices after Finanstilsynet has pre-approved the drafts.
The offeror must, no later than 15:30 on the expiry date of the original acceptance period, confirm to Finanstilsynet whether the acceptance period will be extended.
Final draft of the stock exchange notice regarding acceptances received, including updated information on acceptances, must be submitted to Finanstilsynet no later than 07:30 on the first trading day following the extension, preferably the day before if possible.
Deadline for publication of stock exchange notices
Subject to Finanstilsynet's final approval, the stock exchange notice regarding the extension must be published no later than 16:30 on the same day as the expiry of the original acceptance period. It is preferred that the announcement is published by 16:00.
Finanstilsynet will publish a short stock exchange notice on its own ticker regarding the approval shortly after the offeror has published its stock exchange notice.
If the stock exchange notice regarding the extension is not published prior to the expiry of the original acceptance period, the offeror must, if applicable, submit a new offer.
The stock exchange notice regarding the status of acceptances and any acquisitions made outside the offer must be published no later than prior to opening of the market on the first trading day following publication of the stock exchange notice regarding the extension of the acceptance period.
As soon as the stock exchange notice has been published, a hyperlink to the announcement must be sent to Finanstilsynet.
The same procedure applies to any further extensions of the acceptance period.
Draft stock exchange notices must be sent to takeovers@finanstilsynet.no.