Nykredit announces final result of the takeover offer

Nykredit has announced the final result of the takeover offer

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With reference to Spar Nord Bank A/S’ (Spar Nord) company announcement no. 13/2025 concerning the preliminary result of the all-cash voluntary takeover offer from Nykredit Realkredit A/S (Nykredit) for all shares (other than treasury shares held by Spar Nord) in Spar Nord (the Offer), Nykredit has today announced the final result of the Offer. Nykredit’s announcement is attached.

Final result

The offer period expired on 20 May 2025 at 23:59 (CEST), and the preliminary result was announced on 21 May 2025.

Nykredit has announced the final result of the Offer and informed Spar Nord that it has received acceptances representing 72,169,763 Spar Nord shares. Together with Nykredit’s holding of Spar Nord shares, this corresponds to 94.15% of the entire share capital and total number of voting rights in Spar Nord. On that basis, Nykredit will upon completion of the Offer hold 96.54% of the share capital and voting rights in Spar Nord, excluding treasury shares held by Spar Nord.

Relevant public authority approvals have been obtained (cf. company announcement no. 12/2025), and the final summation of acceptances confirms that the minimum condition for acceptance is also fulfilled. Nykredit therefore considers all conditions to completion pursuant to the Offer as satisfied, and Nykredit intends to complete the Offer on the terms as set forth in the offer document.

Completion and settlement

The Offer will be completed and settled in accordance with the terms and conditions of the offer document.

Settlement is expected on 28 May 2025 where the cash consideration will be paid to each shareholder who has validly accepted and not validly withdrawn the acceptance of the Offer.

Compulsory acquisition and delisting

Based on the final result, Nykredit will hold more than 90% of the share capital and voting rights in Spar Nord, excluding treasury shares held by Spar Nord, as a result of the Offer. On that basis, Nykredit will, after completion of the Offer, seek to initiate and complete a compulsory acquisition of the Spar Nord shares held by the remaining minority shareholders in Spar Nord.

In addition, Nykredit will request that Spar Nord seeks to have the Spar Nord shares removed from trading and official listing on Nasdaq Copenhagen A/S.

Information about the compulsory acquisition and removal from trading and official listing of the Spar Nord shares will be announced separately.

Questions may be directed to Neel Rosenberg (media) on or to CFO Rune Brandt Børglum (investors)on .

Yours faithfully

Spar Nord Bank A/S

The board of directors

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