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Marine Harvest Changes Offer Conditions for Cermaq

15 May 2013

NORWAY - Marine Harvest is planning to sell its shares in Cermaq if its takeover bid of Cermaq does not go ahead.

The company has also changed the condition of its offer requiring the government to sell its shares in Cermaq, as long as 33.4 per cent of shareholders accept the bid.

The company said it made this move becasue of the very positive reaction from the private shareholders of Cermaq to a bid being launched.

However, the Government is backing Cermq and opposing the Marine Harvest takeover bid.

In a statement to the Parliament, the Minister of Trade and Industry Mr Trond Giske, made it clear that the government will vote in favor of the Copeinca transactions to be addressed at Cermaq's Annual General Meeting on the 21 May. At the same time he also stated that the government, after a thorough evaluation, has concluded that the potential offer from Marine Harvest is too low and will not be accepted by the State.

Marine Harvest sees it as unfortunate if the government's support of the Copeinca transaction should prevent other Cermaq shareholders from considering a bid for the company.

If the Annual General Meeting of Cermaq votes down the Copeinca transaction, the private shareholders will be able to consider, accept and have settled an offer from Marine Harvest, without reference to the actions of the Government.

If the Annual General General Meeting votes in favour of the Copeinca transaction, Marine Harvest will divest its shares in Cermaq and focus on its further organic development.

Prior to the announcement on the 30 April, Marine Harvest was informed that the Board of Cermaq, the Norwegian Government and the Norwegian State Pension Fund, had all entered into legal agreements committing them to support the Copeinca transaction.

The Norwegian Parliament has in a resolution of the 14 May approved the proposal of the government to vote in favour of the Copeinca transaction. This should be read in the context of the above; and is in line with the requests the government has made in order to be able to fulfill its prior obligations.

This information is subject of the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act.

Cermaq CEO Jon Hindar stated: "We are pleased that the government supports our view that Copeinca is strategically important to Cermaq, and that the proposed offer from Marine Harvest is priced too low."


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