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Friday 06 February, 2015

Eltek ASA

Eltek ASA: Update on regulatory approvals

Eltek ASA: Update on regulatory approvals

Reference is made to the voluntary cash offer from Deltronics (Netherlands) B.V. (the "Offeror"), a wholly owned subsidiary of Delta Electronics, Inc., to acquire all of the shares of Eltek ASA ("Eltek") against a consideration at NOK 11.75 in cash per share (the "Voluntary Offer"), made in the offer document dated 12 January 2015 (the "Offer Document").

As set out in Section 4.3 (a) in the Offer Document, completion of the Voluntary Offer is subject to the satisfaction, or waiver, at the Offeror's sole discretion of required regulatory approvals, including necessary clearances from competition authorities in the United States, Germany and the Russian Federation. It is expected that the necessary competition clearances from competition authorities in the United States, Germany and the Russian Federation will be obtained before the end of March 2015. Further information regarding the clearances will be given in due course.

For further information, please contact:

Eltek
Erik Thorsen, Chairman of the Board of Directors, Eltek ASA
Tel: +47 90 75 66 85

Delta
Spokesperson Jesse Chou, Assistant Vice President
Tel: +886-2-87972088 Ext: 5520
Mobile: +886-932-113-258
Fax: +886-2-87972338
E-Mail: [email protected]

About Delta
Deltronics (Netherlands) B.V. is a wholly owned subsidiary of Delta Electronics, Inc. ("Delta"). Delta, founded in 1971, is a global leader in power and thermal management solutions and is a provider with world-class stature in several product segments. Our mission statement, "To provide innovative, clean and energy-efficient solutions for a better tomorrow," focuses our role in addressing key environmental issues such as global climate change. As an energy-saving solutions provider with core competencies in power electronics and in innovative research and development, Delta's businesses encompass Power Electronics, Energy Management, and Smart Green Life. Delta has sales offices worldwide with manufacturing facilities and R&D centers in Taiwan, China, USA, Europe, Thailand, Japan, Singapore, India, Mexico and Brazil.

About Eltek
Eltek is a strategic technology partner for power solutions. The company reported revenue of NOK 3.7 billion in 2013, and has approximately 2,400 employees and operations in almost 40 countries. The company focuses on power electronics markets, where it is one of the leaders in telecom power and a growing force within industrial applications. Eltek is also pursuing growth opportunities within the datacenter market. Eltek is listed on the Oslo Stock Exchange (ELT: Oslo) and headquartered in Drammen, Norway.

***

This information is subject to the disclosure requirements according to Section 5-12 of the Norwegian Securities Trading Act.           

The Voluntary Offer and the distribution of this announcement and other information in connection with the Voluntary Offer may be restricted by law in certain jurisdictions. The Offeror assumes no responsibility in the event there is a violation by any person of such restrictions. Persons into whose possession this announcement or such other information should come are required to inform themselves about and to observe any such restrictions.

This release contains certain forward-looking statements within the meaning of the securities laws and regulations of various international, federal, and state jurisdictions. All statements, other than statements of historical fact, included herein, including without limitation, statements regarding the Offer, future plans and objectives of Eltek or the Offeror are forward-looking statements that involve risk and uncertainties. There can be no assurances that such statements will prove to be accurate and actual results could differ materially from those anticipated in such statements.

Special Notice to Shareholders in the United States

The Offer referenced in this announcement will be made for shares of Eltek, a company incorporated under Norwegian law, and is subject to Norwegian disclosure and procedural requirements, which are different from those of the United States. The shares of Eltek have not been registered under the U.S. Securities Exchange Act of 1934, as amended (the "US Exchange Act") (and Eltek is not subject to the periodic reporting requirements of the US Exchange Act, as amended, and is not required to, and does not, file any reports with the US Securities and Exchange Commission thereunder), and are not listed or traded on any stock exchange in the United States. Accordingly, the Offer will be made in the United States in compliance with Section 14(e) of, and Regulation 14E under, the US Exchange Act, subject to the exemptions provided by Rule 14d-1(d) under the US Exchange Act and otherwise in accordance with the requirements of Norwegian law. The Offer will be subject to disclosure and other procedural requirements, including with respect to withdrawal rights, the offer timetable, settlement procedures and timing of payments that are different from those applicable under U.S. domestic tender offer procedures and laws. Financial information included in this announcement, if any, has been prepared in accordance with foreign accounting standards that may not be comparable to the financial statements of United States companies. 

To the extent permissible under applicable law or regulation, the Offeror and its affiliates or brokers (acting as agents for the Offeror or its affiliates, as applicable) may from time to time after the date hereof, and other than pursuant to the Offer, directly or indirectly purchase, or arrange to purchase, shares of Eltek, that are the subject of the Offer or any securities that are convertible into, exchangeable for or exercisable for such shares. To the extent information about such purchases or arrangements to purchase is made public in Norway, such information will be disclosed by means of a press release or other means reasonably calculated to inform U.S. shareholders of Eltek of such information. In addition, the financial advisors to the Offeror may also engage in ordinary course trading activities in securities of Eltek, which may include purchases or arrangements to purchase such securities.

NEITHER THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION NOR ANY U.S. STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY HAS APPROVED OR DISAPPROVED OF THIS OFFER, PASSED UPON THE FAIRNESS OR MERITS OF THIS ANNOUNCEMENT OR DETERMINED WHETHER THIS ANNOUNCEMENT IS ACCURATE OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE IN THE UNITED STATES.

ANY DISCLAIMERS OR OTHER NOTICES THAT MAY APPEAR AFTER THIS MESSAGE ARE NOT APPLICABLE TO THIS COMMUNICATION AND SHOULD BE DISREGARDED. SUCH DISCLAIMERS OR OTHER NOTICES WERE AUTOMATICALLY GENERATED AS A RESULT OF THIS COMMUNICATION BEING SENT VIA AN EMAIL SYSTEM.




This announcement is distributed by NASDAQ OMX Corporate Solutions on behalf of NASDAQ OMX Corporate Solutions clients.
The issuer of this announcement warrants that they are solely responsible for the content, accuracy and originality of the information contained therein.
Source: Eltek ASA via Globenewswire

HUG#1892475

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