GC Rieber Shipping AS (RISH) has received a letter dated 26 February 2010 from GC Rieber AS with a proposal to merge the two companies. GC Rieber AS is RISH's largest shareholder owning 52.74 % of the shares outstanding.
The proposal is for a merger with consideration in GC Rieber AS shares. However, no exchange ratio has bee proposed as of yet. The proposal includes an opportunity for RISH shareholders who do not want shares in GC Rieber AS as consideration to opt for cash consideration of NOK 31 per RISH share, limited to a maximum cash consideration of 20 % of the total merger consideration.
The Board of Directors of RISH has retained Carnegie ASA as financial advisor and Wikborg Rein as legal advisor to assist the Board of Directors in their evaluation of the proposal and assessment of possible merger negotiations. In these deliberations, RISH's interests will be key, including the minorities' position with regards to consideration and price/exchange ratio.
Letter from GC Rieber AS