SKEL fjárfestingafélag hf.: Completion of the purchase of shares in Samkaup

Reference is made to the press releases dated May 22, June 3, June 16, and July 15, 2025, announcing that certain conditions in the share purchase agreement had been fulfilled concerning Orkan IS ehf.’s (“Orkan”) acquisition of share capital in Samkaup hf. (“Samkaup”). Today, the companies Samkaup and Atlaga ehf. (formerly Heimkaup) were formally merged. Concurrently, the settlement of Orkan’s share purchase agreement with the former shareholders of Samkaup was finalized. The shareholders of Samkaup received 582,548,510 shares in Drangar hf. (“Drangar”), representing a 28.7% equity stake, in exchange for a 98.6% shareholding in Samkaup. Following the settlement, the remaining shareholders of Samkaup are offered the opportunity to sell their shares on the same terms in exchange for shares in Drangar. Additionally, Drangar is entitled to initiate a compulsory redemption of the remaining shares in Samkaup in accordance with the provisions of the Companies Act.

As part of the transaction settlement, Drangar acquired the share capital of Samkaup, Orkan, and Lyfjaval. Drangar will thus serve as the parent company of the group, holding full ownership of these subsidiaries.

The board of Drangar hf. is comprised of Jón Ásgeir Jóhannesson, Magnús Ingi Einarsson, Liv Bergþórsdóttir, Garðar Newman and Margrét Guðnadóttir. Jón Ásgeir will be the Chairman of the board. The CEO of Drangar is Auður Daníelsdóttir, who has served as CEO of Orkan since 2022 and will continue in that role alongside her responsibilities at Drangar.

The principal shareholders of Drangar are: SKEL fjárfestingafélag hf. 68.3%, Kaupfélag Suðurnesja svf. 15.0%, Birta Pension Fund 5.3%, Festa Pension Fund 2.9%, Kaupfélag Borgfirðinga svf. 2.8%, Norvik hf. 2.5%.

In 2024, the combined revenue of the companies that now form Drangar reached approximately ISK 75 billion. Drangar‘s equity value in the transaction is ISK 19.3 billion, and the enterprise value, excluding lease liabilities, is estimated at ISK 27.3 billion.

Following merger clearance by the Icelandic Competition Authority in June 2025, substantial work has been undertaken to enhance Samkaup’s operations, optimize procurement, and streamline the overall business. This work is progressing according to plan.

An increase in Drangar’s share capital is scheduled for autumn 2025. Íslandsbanki has been appointed as lead manager for the offering, with Fossar Investment Bank acting as sales advisor. Investor roadshows are expected to begin in early September.

The share offering, amounting to ISK 2 billion, is fully underwritten by Íslandsbanki.

The shareholders intend to list Drangar hf. on a regulated securities market before year-end 2027.

Further details about the transaction and Drangar’s outlook will be provided in SKEL’s H1 2025 financial presentation on August 14.

Fossar Investment Bank hf. and BBA//Fjeldco served as financial and legal advisors to SKEL and Orkan throughout the merger process.

For further information, please contact Ásgeir Helgi Reykfjörð Gylfason, CEO of SKEL fjárfestingafélag hf., via email