Kategori: Arise

The independent bid committee of Arise AB (publ) (“Arise” or the “Company”) unanimously recommends the shareholders of Arise to accept the cash-based public offer submitted by Aneo Holding AS[1] (“Aneo”), through Aneo BidCo 1 AB[2] (“Aneo BidCo”) today on 26 November 2025.

Background

This statement is made by the independent bid committee of Arise (the “Bid Committee”) pursuant to Nasdaq Stockholm’s Takeover Rules (the “Takeover Rules”).

Today, on 26 November 2025, Aneo BidCo submitted a public offer to the shareholders in Arise to tender all of their shares[3] in Arise to Aneo BidCo for SEK 45 in cash per share (the “Offer” and such consideration being, the “Offer Price”).

The total value of the Offer amounts to approximately SEK 1.8 billion.[4]

The Offer Price corresponds to a premium of:

• approximately 56.3 percent compared to the closing price of SEK 28.8 per Arise share on Nasdaq Stockholm on 26 November 2025, which was the last trading day prior to the announcement of the Offer); and
• approximately 46.0 percent compared to the volume-weighted average trading price of SEK 30.8 per Arise share on Nasdaq Stockholm during the last 30 trading days prior to the announcement of the Offer.

At the time of the Offer, neither Aneo BidCo nor any of its affiliated companies or other related parties own any shares in Arise. Aneo BidCo expects to publish an offer document regarding the Offer on or around 1 December 2025.

The initial acceptance period for the Offer is expected to commence on or around 2 December 2025 and end on or around 30 December 2025.

Completion of the Offer is conditional upon:

1. the Offer being accepted to such an extent that Aneo BidCo becomes the owner of shares in Arise representing more than 90 percent of the total number of outstanding shares in Arise (on a fully diluted basis);
2. with respect to the Offer and acquisition of Arise, receipt of all necessary clearances, approvals, decisions and other actions from authorities or similar, including from competition authorities and authorities responsible for screening of foreign direct investments (“FDI”), in each case on terms which, in Aneo BidCo’s opinion, are acceptable;
3. no circumstances having occurred which could have a material adverse effect or could be reasonably expected to have a material adverse effect on Arise’s financial position or operation, including Arise’s sales, results, liquidity, equity ratio, equity or assets;
4. neither the Offer nor the acquisition of Arise being rendered wholly or partially impossible or significantly impeded as a result of legislation or other regulation, any decision of a court or public authority, or any similar circumstance, which is actual or can reasonably be anticipated, and which Aneo BidCo could not reasonably have foreseen at the time of the announcement of the Offer;
5. Arise not taking any action that is likely to impair the prerequisites for making or completing the Offer;
6. no information made public by Arise or otherwise made available to Aneo BidCo by Arise being inaccurate, incomplete or misleading, and Arise having made public all information which should have been made public by it; and
7. no third party announcing an offer to acquire shares in Arise on terms that are more favorable to the shareholders of Arise than the terms that apply to the Offer.

Aneo BidCo reserves the right to withdraw the Offer in the event it becomes clear that any of the above conditions is not satisfied or cannot be satisfied. However, with regard to conditions 2-7, such withdrawal of the Offer may only be made if the non-satisfaction is of material importance to Aneo BidCo’s acquisition of the shares in Arise or if otherwise approved by the Swedish Securities Council (Sw. Aktiemarknadsnämnden).

Aneo BidCo reserves the right to waive, in its sole discretion and in whole or in part, one or more of the conditions above, including, with respect to condition 1 above, to complete the Offer at a lower level of acceptance.

The Offer does not include warrants issued by Arise under its incentive program to employees given that the warrants represent a limited value.

Aneo BidCo has, in connection with the preparations of the Offer, conducted a customary confirmatory due diligence review of Arise. Apart from certain limited information from the quarterly report subsequently published by Arise on 6 November 2025, no inside information has been disclosed to Aneo BidCo during this review.

For further information about the Offer, please refer to www.aneo.com/en/offer-a.

The Bid Committee

The Board of Directors of Arise has, within the Board of Directors, appointed the Bid Committee, which will handle matters relating to the Offer. The Bid Committee consists of Joachim Gahm (chairman), Mikael Schoultz, P-G Persson, Mia Bodin and Johan Damne. The Board member Erik Rune is considered to have a conflict of interest, as Johan Claesson including companies have undertaken to accept the Offer, and Erik Rune has therefore not participated in, and will not participate in, the Board of Directors’ handling of matters relating to the Offer.

Impact on the Company and its employees

In accordance with the Takeover Rules, the Bid Committee is required, on the basis of Aneo BidCo’s statement in the press release announcing the Offer, to present its opinion regarding the impact that the implementation of the Offer will have on the Company, particularly on terms of employment, and its opinion regarding Aneo Bidco’s strategic plans for the Company and the effects it is anticipated that such plans will have on employment and on the locations where the Company operates.

In its press release, Aneo BidCo stated, among other things, the following:

“Aneo BidCo values Arise’s organisation highly and there is currently no intention, and no decisions have been made, regarding any changes that may affect the Company’s employees or management, and completion of the Offer is not expected to entail any material changes to the Company’s employees (including terms of employment), nor for the existing organisation and operations, including the employment rate and the sites where the Company conducts business. Aneo BidCo attaches great importance to maintaining Arise’s entrepreneurial culture and local presence, which have been key drivers behind the Company’s success to date. Furthermore, Aneo BidCo has no employees, which means that the Offer will not entail any changes for the management and employees of Aneo BidCo or the locations where Aneo BidCo conducts its operations.”

The Bid Committee assumes that this description is accurate and has for relevant purposes no reason to adopt a different opinion.

The Bid Committees statement on the Offer

The Bid Committee’s opinion of the Offer is based on an overall assessment of a number of factors that the Bid Committee has considered relevant in the evaluation of the Offer. These factors include, but are not limited to, the market share price of Arise, the Company’s strategic options given its operational and financial prerequisites as well as prevailing market conditions and challenges in each market in which the Company operates, the Company’s expected future development and the opportunities and risks related thereto. Further, the Bid Committee has analyzed the Offer using the methods normally used for evaluating public offers for listed companies, including Arise’s valuation in relation to comparable listed companies and comparable transactions, premiums in previous public offers, the stock market’s expectations in respect of Arise and the Bid Committee’s view on Arise’s long-term value, based on expected future cash flows.

The Bid Committee has full confidence in the management’s ability to successfully execute Arise’s current strategy and achieve the Company’s financial goals, but also notes that there are risks associated with these. The Bid Committee can see several opportunities and benefits with having Aeno as a strategic owner in a non-listed environment. By being part of a larger Nordic group, there are also significant opportunities for the Company to benefit from Aneo’s extensive operational experience as well as operational synergies and an ability to scale up operations with good access to long-term industry capital.

Furthermore, the Bid Committee has noted that the Offer includes cash consideration, which, subject to the completion of the Offer, provides Arise’s shareholders with an opportunity to realise value from their investment in cash in the near future and at a significant premium in relation to the share prices at which the Company’s shares have recently been traded.

The Bid Committee also notes that the Offer represents a premium of approximately 56.3 percent compared to the closing price of SEK 28.8 per Arise share on Nasdaq Stockholm on 26 November 2025, which was the last trading day prior to the announcement of the Offer and) and a premium of  approximately 46.0 percent compared to the volume-weighted average trading price of SEK 30.8 per Arise share on Nasdaq Stockholm during the last 30 trading days up until and including 26 November 2025.

The Bid Committee also notes that the Offer is not subject to any financing conditions and that the Offer will be fully financed by Aneo BidCo through a combination of new credit facilities and available funds in Aneo Holding 2 AS (a subsidiary to Aneo) which Aneo Holding 2 AS has committed to provide to Aneo BidCo, directly or indirectly. Hence, Aneo BidCo has sufficient cash resources available to satisfy in full the consideration payable in the Offer.

The Bid Committee has also taken into account that the Company’s major shareholders, Johan Claesson including companies and AltoCumulus Asset Management, which together control approximately 50.5 per cent of the total number of outstanding shares and votes in the Company, have entered into irrevocable undertakings to accept the Offer on certain conditions[5].

As part of its evaluation of the Offer, the Bid Committee has also investigated other possibilities in light of the discussions with Aneo BidCo and has taken into account the interests of other potential bidders.

After conducting this evaluation, the Bid Committee considers that the terms of the Offer are attractive to Arise’s shareholders and, in all material respects, reflect the Company’s current position and future growth opportunities, taking into account the risks associated with these opportunities.

Against this background, the Bid Committee unanimously recommends that Arise’s shareholders accept the Offer.

Governing law

Swedish law applies to this statement, and the statement shall be construed accordingly. Disputes arising pursuant to this statement are to be settled exclusively by Swedish courts.

Advisers

The Bid Committee has appointed DNB Carnegie Investment Bank AB as financial adviser and Setterwalls Advokatbyrå AB as legal adviser in connection with the Offer.

 

ARISE AB (publ)                                                                                                

For further information, please contact:

Per-Erik Eriksson, CEO Arise AB, +46 702 409 902

This information is such information as Arise AB (publ) is obliged to make public pursuant to the EU Market Abuse Regulation.The information was submitted for publication, through the agency of the contact person set out above at 23.40 CET on 26 November 2025.

About Arise
Arise is a leading independent company that realises new green energy. The company develops, builds, sells and manages renewable electricity production. The company is listed on Nasdaq Stockholm.

Arise AB (publ), Linjegatan 7, SE-302 50 Halmstad, Sweden, telephone 46 (0)10 450 71 00, corporate id .no. 556274-6726. E-mail info@arise.se, www.arise.se

Arise AB (publ) (“Arise”) has today entered into an asset management agreement for technical and commercial management of a portfolio of wind farms co-owned by funds managed by Energy Infrastructure Partners (“EIP”) and Fortum.

The assignment comprises 94 wind turbines with a combined capacity of almost 350 MW, located across Sweden, Norway, and Finland. This will be Arise’ largest asset management contract for technical and commercial management services to date and contributes to further growth of the Solutions business segment.

This milestone strengthens Arise’s position as a leading asset manager for technical and commercial services for onshore wind farms in the Nordic region. Leveraging its expertise, Arise will ensure the efficient operation and optimization of these wind farms.

Per-Erik Eriksson, CEO of Arise, commented: ”We are proud to be appointed as local asset manager for technical and commercial management for this portfolio and are looking forward to bringing our expertise to ensure its continued success. Collaborating with EIP and Fortum is an exciting opportunity, and we look forward to working together.”

Arne Urlau, Director, EIP, commented: ”Following a competitive tender, Arise’s selection is a an important milestone for this wind farm portfolio. The expectations we set are high, however Arise’s team has gone the extra mile to meet them and we are impressed by the team’s entrepreneurial spirit, inhouse expertise and owner mentality. We look forward to working together.”
Halmstad 31 July 2025

ARISE AB (publ)                                                                                                

For further information, please contact:

Per-Erik Eriksson, CEO Arise AB, +46 702 409 902

Our diversification brings results – sale of the largest battery project in the Nordics to date

CEO Comment:

 

We are pleased to state that our investment in Finland through the acquisition of Pohjan Voima is beginning to bring results with the sale of the Pysäysperä battery project corresponding to a full 125 MW, which is the largest of its kind in the Nordics to date. The earnings effect will come in the second quarter in conjunction with closing. The second payment for our first BESS sale, Pajkölen, has now been paid according to plan and expectations. The company is continuing to deliver on our strategy, and we have also commenced project development in Germany, focusing on battery storage. We have now taken further steps towards achieving our financial target of carrying out project sales corresponding to a total of 400 MW for 2024 and 2025.

First quarter (1 January–31 March 2025)

• Net sales for the quarter amounted to MSEK 85 (112).
• Operating profit before depreciation and amortisation (EBITDA) was MSEK 24 (71).
• Exchange rate effects during the quarter impacted EBITDA by an amount corresponding to approximately MSEK -18.
• Operating profit (EBIT) was MSEK 2 (54).
• Recognised profit/loss after tax totalled MSEK -19 (46) and earnings per share was SEK -0.39 (1.14).
• Adjusted for non-recurring costs of MSEK -19 related to the company’s refinancing, profit after tax totalled MSEK 0 and earnings per share amounted to SEK 0.07.
• Operating cash flow was MSEK 26 (117) and cash flow after investments amounted to MSEK -10 (54).
• Production generated 91 GWh (90) with an average income of SEK 555 per MWh (746).
• The project portfolio increased by almost 150 MW during the quarter.

 

1)  Adjusted for non-recurring costs related to the company’s refinancing.

 

Significant events during the quarter

• In January, Arise entered into a facilities agreement with DNB regarding a green term facility of approximately MEUR 52 and a green revolving facility of MEUR 40 and announced that the company will redeem all outstanding green bonds of MEUR 50. The new agreement leads to a significant reduction of the company’s financing costs. The bonds were redeemed on 31 January.
• In January, Arise announced that the Board of Directors had resolved to once again utilise the authorisation granted by the 2024 Annual General Meeting to repurchase the company’s own ordinary shares. The company intends to repurchase its own shares for an amount of up to MSEK 50 until the date of the 2025 Annual General Meeting. Under this share buyback programme, 273,704 own shares were repurchased for approximately MSEK 10 during the quarter.
• Arise subsidiary Pohjan Voima entered into an agreement with Alpiq AG for the sale of the Pysäysperä battery project with a capacity of 125 MW. The total cash consideration amounts to MEUR 6.7, which will be received upon closing. Closing is conditional upon certain approvals from authorities and is expected to take place in the second quarter of 2025.

Significant events after the end of the reporting period

• In April, Arise announced that the grid connection for the Pajkölen project had been completed. The conditions were thereby fulfilled for the second part of the purchase price, which amounted to approximately MSEK 15 and was received by Arise in the same month.

 

Halmstad, 29 April 2025

Arise AB (publ)

 

For further information, please contact:

Per-Erik Eriksson, CEO Arise AB, +46 702 409 902

Markus Larsson, CFO Arise AB, +46 735 321 776

Arise AB (publ) (“Arise”) has today, through its Finnish subsidiary Pohjan Voima Oy, entered into an agreement with Alpiq AG, a leading Swiss electricity producer and energy service provider, for the sale of the Pysäysperä battery project. The transaction entails all outstanding shares in Pysäysperän Sähkövarasto Oy.

Pysäysperä, located in central Finland, is expected to be one of the country’s largest BESS assets once constructed, with a capacity of 125 MW. The project also benefits from a fast-track grid connection to Fingrid’s substation in Haapajärvi.

The total cash consideration amounts to EUR 6.7 million, which will be received upon closing. Closing is conditional upon certain approvals from authorities and is expected to take place in the second quarter of 2025.

Per-Erik Eriksson, CEO, Arise:

”We are very pleased with this transaction, marking our second battery transaction in short period and our first in Finland. Our colleagues at Pohjan Voima have done an excellent job, bringing this project from concept to completion in just over a year. Furthermore, we see that these battery projects typically have a shorter development cycle which complements our wind and solar pipeline which typically have longer lead times. We continue to expand our pipeline with battery projects across our markets.”

Halmstad, 25 March 2025

ARISE AB (publ)

For further information, please contact:

Per-Erik Eriksson, CEO Arise AB, +46 702 409 902

Markus Larsson, CFO Arise AB, + 46 735 321 776

This information is such information as Arise AB is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, at 10:00 CET on 25 March 2025.

About Arise

Arise is  a leading independent company that realises new green energy. The company develops, builds, sells and manages renewable electricity production. The company is listed on Nasdaq Stockholm.

Arise AB (publ), Linjegatan 7, SE-302 50 Halmstad, Sweden, telephone 46 (0)10 450 71 00, corporate id .no. 556274-6726. E-mail info@arise.se, www.arise.se

Ahead of the 2025 Annual General Meeting, Arise AB presents the Nomination Committee’s proposal for a new composition of the Board of Directors. All members of the Board of Directors are proposed for re-election, and Erik Rune and Mia Bodin are proposed as new ordinary members of the Board of Directors. Joachim Gahm is proposed to be elected as Chairman of the Board of Directors.

The Nomination Committee proposes that:

• the Board of Directors shall consist of six ordinary board members;
• Joachim Gahm, Johan Damne, Mikael Schoultz and P-G Persson shall be re-elected as ordinary board members;
• Erik Rune and Mia Bodin shall be elected as new ordinary board members; and
• Joachim Gahm shall be re-elected as Chairman of the Board of Directors.

Erik Rune, born 1973, is since 2024 the CEO of Claesson & Anderzén. Erik has many years of experience in the real estate industry and has previously been, among other things, CEO of Holmströmgruppen and Managing Director of London & Regional Properties’ Nordic operations. He has also worked with real estate financing at SEB and Eurohypo.

Other ongoing assignments: Board member of BZK Grain Alliance AB, CA Fastigheter Aktiebolag (publ), Rebellion Capital AB, Boet Bostad Holding AB (publ) and Lyvia Group AB (publ).

Education: Master of Science (Economics and Business) from Stockholm School of Economics.

Shareholding in Arise AB: Erik Rune owns no shares in the company and is considered to be independent in relation to the company and its senior management.

Mia Bodin, born 1977, is co-founder of Bodecker Partners and has more than 20 years’ experience of energy markets. Mia has, among other things, worked several years as the leading analyst for EU ETS emission allowances, Nordic power and environmental instruments at Modity Energy Trading and at E.ON in Sweden and Germany. At Bodecker Partners, Mia is responsible for long-term market analysis and PPA advisory for investors in large-scale renewable electricity production and climate-transitioning industry, and the hydrogen/PtX sectors.

Other ongoing assignments: Board member of Bodecker Partners AB, Golem AB, Maginum Capital Management AB (not active), Svensk Vindenergi Ekonomisk förening and Urdar Advise AB. Deputy board member of Nordiska Elbolaget AB (not active).

Education: Master of Science (Business Administration) from Stockholm University.

Shareholding in Arise AB: Mia Bodin owns no shares in the company and is considered to be independent in relation to the company and its senior management as well as in relation to major shareholders.

The Nomination Committee’s other proposals and motivations will be presented in connection with the publication of the notice to the 2025 Annual General Meeting. The Annual General Meeting takes place on May 7, 2025 at Hotel Tylösand.

The Nomination Committee for the 2025 Annual General Meeting consists of:

• Johan Claesson (Chairman), representing own holdings and through company;
• Lars Hagerud, representing AltoCumulus Asset Management;
• Peter Lundkvist, representing Tredje AP-fonden;
• Marcus Neckmar, representing Andra AP-fonden; and
• Joachim Gahm, Chairman of the Board of Directors.

Halmstad March 6, 2025

Arise AB (publ)

For further information, please contact

Joachim Gahm, Chairman of the Board of Directors, Arise AB, +46 708 752 755

This information was submitted for publication, through the agency of the contact person set out above, at 14.30 CET on 6 March 2025.

About Arise

Arise is  a leading independent company that realises new green energy. The company develops, builds, sells and manages renewable electricity production. The company is listed on Nasdaq Stockholm.

Arise AB (publ), Linjegatan 7, SE-301 50 Halmstad, Sweden, telephone 46 (0)10 450 71 00, corporate id .no. 556274-6726. E-mail info@arise.se, www.arise.se