Kingspan Holdings (Irl) Limited announced a mandatory cash offer to acquire remaining 69.32% stake in Nordic Waterproofing Holding AB (publ) (OM : NWG) for approximately SEK 2.661 billion on October 10, 2023. Kingspan offers SEK 160 in cash per share in Nordic Waterproofing (the "Offer Price"). Kingspan holds shares in Nordic Waterproofing corresponding to approximately 31.073% stake of the total number of shares and votes in Nordic Waterproofing. Completion of the Offer is conditional upon the Offer and the acquisition of Nordic Waterproofing receiving all necessary regulatory, governmental or similar clearances, approvals and decisions, including approvals and clearances from competition authorities, in each case on terms which, in Kingspan's opinion, are acceptable. The transaction will require merger approval from the EU Commission. The acceptance period for the Offer is expected to commence on or about November 23, 2023 and expire on or about February 1, 2024. As of January 11, 2024, the initial acceptance period has been extended until March 27, 2024. As of February 6, 2024, The board of directors of Nordic Waterproofing Holding unanimously recommends the shareholders of Nordic Waterproofing not to accept the cash-based mandatory public offer submitted by Kingspan Holdings. As of February 6, 2024, as a part of ongoing process to obtain merger approval from the EU Commission and in accordance with an exemption granted by the Swedish Securities Council, Kingspan, on 9 January 2024, announced that the initial acceptance period has been extended until March 27, 2024. As of March 15, 2024, the European Commission has approved the transaction, and said that the planned deal would not raise competition concerns, given its limited impact in the markets where the companies are active.

Lazard is financial advisor and Advokatfirman Cederquist is legal advisor to Kingspan in connection with the Offer. Linklaters is legal advisor to Kingspan in relation to competition law in connection with the Offer. Nordic Waterproofing's Board has appointed Nordea Bank Abp, filial i Sverige as financial adviser, Bank of America Europe Designated Activity Company, Stockholm Branch to render a fairness opinion and Setterwalls Advokatbyrå AB as legal adviser. The advisers are assisting the Board in its assessment of the Offer. Bank of America Europe DAC, Stockholm branch acted as fairness opinion provider to Nordic Waterproofing Holding AB (publ) (OM:NWG)