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Sampo launches mandatory offer for remaining Topdanmark shares

SampoOyj commenced Sept. 27 its mandatory offer for shares in that it does notcurrently own at a price of 183 Danish kroner per share in cash.  

Topdanmark's registered share capital amounts to 95 millionkroner. Sampo recently acquired 31,676,920 shares in Topdanmark, equivalent toa 33.34% stake in the Danish insurer, at 183 kroner per share.

The offer will expire Oct. 25 at 4 p.m. Central EuropeanTime. The aggregate cash consideration would amount to approximately 10.6billion kroner if all shares not held by Sampo or Topdanmark are tendered underthe mandatory offer.

Sampo noted that it does not expect its shareholding inTopdanmark to increase considerably following the offer. However, if themandatory offer results in Sampo owning a stake of more than 90% in Topdanmark,the Finnish insurance firm would launch a compulsory acquisition of the remainingshares in Topdanmark and subsequently request Topdanmark's delisting fromNasdaq Copenhagen.

Topdanmark's board will analyze Sampo's mandatory offer andrelease a statement no later than Oct. 11 regarding its position. The boardrecommended shareholders to await the statement before deciding whether toaccept the offer.

Topdanmark engaged Kromann Reumert as legal adviser and J.P.Morgan as financial adviser in connection with the mandatory offer. Meanwhile,Nordea Markets is the financial adviser to the offeror. Plesner is the Danishlegal adviser to the offeror, while Hannes Snellman Attorneys Ltd. is theFinnish legal adviser.

As of Sept. 27, US$1was equivalent to 6.65 Danish kroner.