SEEYOU Ltd. agreed to acquire Univid ASA (OB:UNIV) for NOK 365 million in a reverse merger transaction on November 6, 2023. The transaction prices Univid ASA's shares at NOK 0.40 per share and values SEEYOU Ltd at NOK 555 million, in line with the 2022 and 2023 evergreen financing rounds. The exchange ratio under the SEA is based on an equity value of Univid of approximately NOK 41 million and an equity value of SEEYOU of approximately NOK 542 million based on the existing issued shares of SEEYOU, corresponding to an exchange ratio of approximately 7:93. The subscription price for the new share to be issued by Univid will be NOK 0.40 per share, and the purchase price per SEEYOU share will be NOK 150. One SEEYOU share may therefore be exchanged into 375 Consideration Shares. With this acquisition, Univid ASA will be renamed SEEYOU(AI) ASA. 81.5%1 of SEEYOU Ltd's shareholders have already accepted the offer, indicating strong support for the transaction. The founders of SEEYOU, Lise Fløvik and Jolien Vleeshouwers. Fløvik will assume the role of the Chief Executive Officer of the Univid ASA, and Vleeshouwers will assume the role of the Chief Marketing Officer of the Univid ASA. Closing will be conditional on certain matters having occurred, including the following, acquisition of a minimum of 98% of the shares in SEEYOU, that necessary corporate approval to implement the Transaction has been obtained, including for issuance of the Consideration Shares by the general meeting of the Company, that the Oslo Stock Exchange's resolution to delist the shares of Univid has been reversed or overturned and Oslo Stock Exchange has approved the continued listing of the combined entity, and completion of a due diligence of the parties with satisfactory results. In connection with the reverse takeover, the Univid considers an equity offering or convertible bond of NOK 30-50 million. Closing is currently expected to take place in February 2024.

Advokatfirmaet CLP acts as legal advisor to Univid. Ro Sommernes Advokatfirma acted as legal advisor to SEEYOU.