Genpoint AS is a wholly owned subsidiary of NorDiag ASA. The Boards of Directors in the two companies have identified a potential for synergies between the companies through a merger. The merger will be carried through as a compensation free merger between the parent company (NorDiag) and the wholly owned subsidiary. 

A merger will imply cost reductions for each of the Companies within administrative and closely related areas. A merger will also imply efficiency improvement within operations, which will prepare the company for further growth.  On this basis, the Boards of Directors have prepared a common merger plan, cf. Public Limited Companies Act, Section 13-24 (2) no. 1 cf. Section 13-6.

In accordance with the Public Limited Companies Act, Section 13-24 (2) no. 3, the merger plan is submitted to all shareholders one month before the completion of the merger. The participating companies' annual financial statements, reports of the Board of Directors and Auditor's reports for the three most recent financial years is made available at NorDiag's business office, with reference to the enclosed merger plan.

The merger plan shall be reported to the Norwegian Register of Business Enterprises. At the earliest one month after such reporting, the companies' Boards of Directors will, in accordance with the regulations in the Public Limited Companies Act, Section 13-24, formally approve the merger. Genpoint was acquired by NorDiag in 2007, but has existed as a legal entity up to now. The merger is carried through with accounting and taxation effect from 1 January 2010. All employees in Genpoint are offered continued employment in NorDiag.
 
The merger plan including pro forma opening balance is attached.

Contact:
CEO Mårten Wigstøl,  Phone: +47 91165775
CFO Tone Kvål,   Phone: +47 91519576

This information is subject of the disclosure requirements acc. to §5-12 vphl (Norwegian Securities Trading Act).

Merger Plan

Read the notice in Norwegian here.