HAMILTON: Höegh LNG Holdings Ltd. announced the shareholders of Höegh LNG voted on and approved the amalgamation and delisting of shares.
As previously announced, Leif Höegh & Co. Ltd. (LHC) and Funds managed by Morgan Stanley Infrastructure Partners (MSIP) will, through a 50/50 joint venture, Larus Holding Limited (JVCo), acquire the remaining issued and outstanding shares of the Company not currently owned by LHC or its affiliates, by way of amalgamation between Larus Limited, a subsidiary of JVCo, and the Company, subject to certain conditions.
The amalgamated company will be owned jointly by LHC and MSIP on a 50/50 basis. All of the Höegh LNG’s shares (other than those owned by LHC and its affiliates) will be cancelled for a consideration in cash of NOK 23.50 per share.
The closing of the transaction is subject to waivers of specific change of control and/or delisting provisions in relation to the Company’s outstanding senior unsecured bonds and certain credit agreements, as well as the satisfaction of other customary closing conditions. As subsequently announced on 22 March 2021, the holders of the Company’s outstanding senior unsecured bond issues maturing in February 2022 and January 2025 have approved the amendment proposal in relation to the amalgamation.
The amalgamation is expected to close in the first half of 2021.