Thor Medical As agreed to acquire Nordic Nanovector ASA (OB:NANOV) from North Energy ASA (OB:NORTH), Jon Magne Asmyr, Roy H. Larsen and Ludvik Sandnes and others in a reverse merger transaction for NOK 93.567 million.
The transaction is subject to customary terms and conditions, including inter alia the following being satisfied or waived by the parties, the AGM of Nordic Nanovector approving the transaction, shareholders representing at least 98% of the shares in Thor Medical have signed or adhered to the agreement, election of the nominated Board of Directors and the combined company's continued listing on Oslo Børs. The transaction is supported by major Nordic Nanovector shareholders, including North Energy, Jon Magne Asmyr, Roy H. Larsen and Ludvik Sandnes, in addition to other shareholders who have irrevocably agreed to vote in favor of the transaction on the AGM, holding approx. 29% of outstanding shares in Nordic Nanovector. As part of the transaction, the parties have agreed to investigate the potential spin-out of Nordic Nanovector's pipeline of patented development stage candidates as an alternative and separate financing structure to continue efforts to develop these assets. The agreement is expected to be closed in Quarter second of 2023. Transaction has been approved by Nordic Nanovector's shareholders and expected to close on July 3, 2023.
Carnegie Investment Bank is acting as financial advisor to Nordic Nanovector with Advokatfirmaet CLP as legal advisor. Selmer is acting as legal advisor to Thor Medical.