17 December 2025 - Reference is made to stock exchange announcement made by
Kongsberg Gruppen ASA ("KOG" or the "Company") on 30 October 2025 regarding the
proposal to demerge and list separately the Kongsberg Maritime business ("the KM
business") on Euronext Oslo Børs.
KOG's board of directors and the board of directors of the company that will
become the new parent company for the KM business, Kongsberg Maritime ASA ("KM
ASA"), have prepared a demerger plan (the "Demerger Plan") for the demerger of
the KM business. The Demerger Plan is attached hereto and has also been made
available on the Company's website https://www.kongsberg.com/. The board of
directors' report for the demerger and the expert statement on the Demerger Plan
are also made available at the Company's website.
The demerger will be carried out by transferring KOG's assets, rights and
liabilities that primarily relate to the KM business to KM ASA, while all other
assets, rights and liabilities will remain in KOG. The assets, rights and
liabilities to be demerged constitute in total 24% of the values in KOG ASA,
while the remaining 76% will remain in KOG ASA.
The demerger is conditional upon the Company's general meeting approving the
Demerger Plan, and such other conditions for completion as set out in the
Demerger Plan. The board of directors will tomorrow, 18 December 2025, call for
an extraordinary general meeting of the Company on 22 January 2026 to approve
the Demerger Plan.
As demerger consideration, the shareholders of the Company as of the time of
completion of the demerger will receive new shares in KM ASA, where each share
in the Company entitles the holder to receive one share in KM ASA. Accordingly,
the shareholder structure in KM ASA will mirror KOG's shareholder structure
immediately following completion of the demerger.
The indicative timeline for the demerger and listing is as follows:
o Extraordinary general meeting of KOG to approve the Demerger Plan: 22 January
2026
o Last day of trading for the KOG share with the right to receive KM ASA shares:
22 April 2026
o Completion of the demerger by registration in the Norwegian Register of
Business Enterprises: 22 April 2026
o First trading day for the KOG share without the right to shares in KM ASA: 23
April 2026
o First trading day for KM ASA's shares on Euronext Oslo Børs: 23 April 2026
Except for the date of the Company's extraordinary general meeting, the dates
above are indicative only and subject to change.
Given the current timeline for the demerger and the listing of KM ASA, the
Company's board of directors has resolved to postpone the publication of KOG's
financial report for Q1 2026 from 30 April 2026 to 7 May 2026. An updated
financial calendar for KOG will be published.
This information is subject to the disclosure requirements of Section 5-12 of
the Norwegian Securities Trading Act.
Advisors
Arctic Securities AS is acting as financial advisor and Advokatfirmaet
Thommessen AS as legal advisor to Kongsberg Gruppen ASA.
Contact Information
For investors/analysts:
Jan Erik Hoff, Group Vice President Investor Relations & Sustainability,
Kongsberg Gruppen ASA Phone: +47 991 11 916 Email:
jan.erik.hoff@kog.kongsberg.com
For media and press:
Ronny Lie, Group Vice President and Chief Communication Officer, Kongsberg
Gruppen ASA Phone: +47 916 10 798 Email: ronny.lie@kog.kongsberg.com
About Kongsberg Gruppen ASA
Kongsberg Gruppen ASA (OSE ticker: KOG) is an international knowledge-based
group delivering high-tech systems and solutions to customers across a wide
range of markets including defence, security, maritime, energy, aerospace,
climate, and subsea technology. Kongsberg Gruppen ASA has more than 15,000
employees in 40 countries and recorded total revenues of NOK 48.9 billion in
2024.
Follow us at: kongsberg.com, LinkedIn and X.