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Bergen Group ASA and Endùr Holding AS: positive board resolutions on merger plan

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Oilfield Technology,

Reference is made to previously distributed stock exchange announcements on 28 August, 30 August and 10 October 2018 in conjunction to the merger plan between Bergen Group ASA and Endùr Holding AS, who owns 100% of the oil service company Endùr Fabricom AS.

The respective boards of the companies involved in the merger have now unanimously approved and decided upon a final merging plan in line with the premises previously announced to the market. As a part of this, the companies have received an independent expert fairness statement of the transaction, which evaluate the transaction terms to be of a fair market value. Further details about the merger will be disclosed to the market in the Information Document that Bergen Group ASA will publish coming week in accordance with Continuing obligations of stock exchange listed companies.

The merger plan is now to be registered and announced in the Brønnøysund Register Centre. Furthermore, the merger plan is to be resolved upon at extraordinary general meetings (EGM) of the respective companies. Bergen Group ASA expect its EGM to be held in week 51 of this year. The proposed merger has support from the main shareholders in Bergen Group ASA, representing more than 62% of the shares in the company, as well as 100 % of the owners of Endúr Fabricom AS.

The merger is expected completed mid-Q1 2019. The merged company will constitute a strong industrial group based in western Norway, with close to 400 employees and an order book exceeding NOK 1 billion.

Chairman Hans Petter Eikeland of Bergen Group ASA and chairman of Ove Røssland of Endùr Fabricom AS are both pleased that the board of directors in the involved companies now have made unanimous resolutions supporting the merger plan.

"The board resolutions accomplished today represents an important formal step going forward in the process of establishing a strong industrial group with a solid presence in the oil and gas market, maritime service and aquaculture industry," said Eikeland and Røssland.

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