On June 24, 2013, Albain Holdco Norway AS, EWOS Group AS (earlier Albain Midco Norway AS) and EWOS Holding AS (earlier Albain Bidco Norway AS), were incorporated as acquisition vehicles by funds advised by Altor Fund III GP Limited ("Altor") and Bain Capital Europe, LLP ("Bain") for purposes of the purchase of the fish feed segment of Cermaq ASA (the EWOS Business).
On October 31, 2013 (the "Acquisition date"), EWOS Holding AS (Bidco), which is indirectly owned by Albain Holdco Norway AS (Holdco), closed the purchase of the EWOS Business (the “Acquisition”). The total consideration paid to Cermaq ASA was NOK 6.2 billion. The Acquisition was financed by a contribution from funds advised by Altor and Bain Capital of NOK 2,075 million, an issuance of Senior Subordinated Notes in the amount of NOK 1,040 million, EUR Senior Secured Notes in the amount of EUR 225 million and NOK Senior Secured Notes in the amount of NOK 1,810 million. In addition, EWOS Holding AS entered into a Revolving Credit Facility of NOK 600 million with Danske bank, Rabobank International and Swedbank.
The share capital of EWOS Group AS was as of December 31, 2014 NOK 277,731,092 divided into 164,282,269 shares, each with a nominal value of NOK 1.690572533.
On March 4, 2014, the share capital of EWOS Group AS (the parent) was increased by NOK 113,448,823 from NOK 164,282,269 to NOK 277,731,092 by increasing the nominal value of the shares by NOK 0.690572533 from NOK 1 to NOK 1.690572533. The share contribution amount was settled by way of converting a receivable of NOK 370,489,051 and interest of NOK 15,103,773, in the aggregate amount of NOK 385,592,824, due to its sole shareholder Albain Holdco Norway AS
The owner of 100% of the shares in EWOS Group AS is Albain Holdco Norway AS. 97.7% of the shares in Albain Holdco Norway AS are owned by Albain Holdco S.à.r.l (Luxembourg). Funds advised by Altor Fund III P Limited and Bain Capital Europe, LLP own Albain Holdco S.à.r.l. with 50% each.