#Norway #Fornebu #SLB Capturi #Corporate Governance #Aker Carbon

Aker Carbon Capture ASA Calls for an Extraordinary General Meeting

Aker Carbon Capture ASA (ACC) has officially announced an extraordinary general meeting set to take place on October 29, 2025, at 18:00 CET. This meeting comes at the request of Andreas Møller, representing A. Møller Invest AS and several shareholders who collectively own over 5% of the company's shares. The main agenda will center on several proposals from these shareholders, particularly regarding the potential cancellation of earlier decisions to liquidate and delist the company, along with calls for a corporate investigation into a recent significant transaction.

Context of the Extraordinary General Meeting

The background to the meeting involves a contentious recent history for Aker Carbon Capture. In May 2025, the company announced it would liquidate and distribute assets to its shareholders. The proposed action by Møller seeks to reevaluate the values and judgments made during recent transactions, specifically surrounding the sale of a 20% stake in SLB Capturi AS—a subsidiary holding vital strategic interests for the company.

The Board of Directors maintains a firm stance that there is no justification for the proposed corporate investigation. They argue that the information regarding the sale was adequately disclosed and has not presented significant new claims from Møller. Notably, over 90% of the shares represented by Møller were purchased after the announcement regarding the sale of SLB Capturi, raising questions about the motivations behind the calls for investigation.

Exit Transaction Details

The company completed the Exit Transaction involving the sale of its 20% stake in SLB Capturi AS to Aker Capital’s subsidiary. The aim was to secure early cash release to shareholders and navigate through substantial previous guarantee obligations and liabilities tied up in ongoing projects. The strategic review conducted earlier suggested that realizing total assets for immediate cash distribution to shareholders posed the best route forward.

Subsequent to the Exit Transaction, a third-party financial advisor, SEB Corporate Finance, performed an independent valuation. They concluded that the ownership transfer matched or exceeded several key market indicators, justifying the disposal. As per their findings, the sale provided a substantial premium against historical share prices, effectively maximizing shareholder value at a crucial moment amidst a declining market landscape.

Implications for Shareholders

Møller's proposals are positioned against a backdrop of shareholder expectations for returns—Aker has already facilitated distributions amounting to roughly NOK 5.2 billion, translating to around NOK 8.66 per share. The Board expressed concern that further inquiries might delay or diminish the liquidity distributions to shareholders, expressing skepticism towards the need for additional investigations.

The proposed corporate investigation, the board asserts, lacks a solid basis and is more likely to drain company resources rather than contribute meaningful insights into their operational integrity, citing that any concerns could have been expressed directly to the company instead of advocating unwarranted external scrutiny.

Technicalities of the Meeting

due to the varying global situations tied to sanitary and economic concerns, the meeting will occur virtually. Shareholders are encouraged to register their attendance, submit proxies, and participate in discussions, fostering a transparent environment despite the geographical barriers.

Conclusion

As the date for the extraordinary general meeting draws closer, the backdrop is painted with critical yet complex issues raised between shareholder governance and corporate financial strategy. Investor sentiments weigh heavily in these discussions, setting the stage for significant decision-making regarding the company's future directions and the stewardship of its remaining assets. Aker Carbon Capture ASA remains committed to maximizing stakeholder value while ensuring compliance with financial and operational protocols.