This announcement is not an offer, whether directly or indirectly, in Australia, Belarus, Hong Kong, Japan, New Zealand, Russia or South Africa or in any other jurisdiction where such offer pursuant to legislation and regulations in such relevant jurisdiction would be prohibited by applicable law. Shareholders not resident in Sweden who wish to accept the Offer (as defined below) must make inquiries concerning applicable legislation and possible tax consequences. Shareholders should refer to the offer restrictions included in the section titled “Important information” at the end of this announcement and in the offer document which has been published on the website for the Offer (www.OH-Offer.com). Shareholders in the United States should also refer to the section titled “Important notice to shareholders in the United States” at the end of this announcement.
On 7 April 2026, Olivine Holdings, LLC (“Olivine” or the “Offeror”) announced a public cash offer to the shareholders of Maximum Entertainment AB (“Maximum Entertainment” or the “Company”), to tender all their shares in Maximum Entertainment to Olivine at a price of SEK 0.30 per share regardless of share class (the “Offer”). An offer document regarding the Offer was published by Olivine on 21 April 2026 (the “Offer Document”). On 25 May 2026, Olivine announced that all conditions for completion of the Offer had been fulfilled, that the Offer had been declared unconditional, that Olivine had decided to extend the acceptance period until 8 June 2026, and that the price of SEK 0.30 per share in the Offer will not be increased.
On 27 May 2026, Maximum Entertainment published its interim report for the period 1 January–31 March 2026. Due to this, Olivine has published a supplement to the Offer Document (the “Supplement”) which includes the interim report in its entirety.
The Supplement was published today and is available on Olivine’s website for the Offer, www.OH-Offer.com. The Supplement should be read together with, and forms an integrated part of, the Offer Document in every respect.
Since the Offer has been declared unconditional, shareholders who have accepted the Offer, as well as shareholders who accept the Offer during the extended acceptance period, have no right to withdraw their acceptances.
The information was submitted for publication on 29 May 2026 at 16:30 (CEST).
Information about the Offer
Information about the Offer is made available at: www.OH-Offer.com and www.dnbcarnegie.se.
For enquiries regarding the Offer, please contact:
Jakob Zetterquist, DNB Carnegie Investment Bank AB (publ)
Email: [email protected]
Telephone: +46 (0)8 5886 88 00
Administrative questions
For administrative questions regarding the Offer, please contact your bank or the nominee registered as holder of your shares.
Important information
This announcement is not an offer, whether directly or indirectly, in Australia, Belarus, Hong Kong, Japan, New Zealand, Russia or South Africa or in any other jurisdictions where such offer pursuant to legislation and regulations in such relevant jurisdictions would be prohibited by applicable law (the “Restricted Jurisdictions”).
The release, publication or distribution of this press release in or into jurisdictions other than Sweden may be restricted by law and therefore any persons who are subject to the laws of any jurisdiction other than Sweden should inform themselves about, and observe any applicable requirements. In particular, the ability of persons who are not resident in Sweden to accept the Offer may be affected by the laws of the relevant jurisdictions in which they are located. Any failure to comply with the applicable restrictions may constitute a violation of the securities laws of any such jurisdiction. To the fullest extent permitted by applicable law, the companies and persons involved in the Offer disclaim any responsibility or liability for the violation of such restrictions by any person.
This announcement has been prepared for the purpose of complying with Swedish law, the Swedish Stock Market Self-Regulation Committee‘s Takeover Rules for certain trading platforms (the “Takeover Rules”) and the Swedish Securities Council’s rulings regarding interpretation and application of the Takeover Rules and the information disclosed may not be the same as that which would have been disclosed if this press release had been prepared in accordance with the laws of jurisdictions other than Sweden.
Unless otherwise determined by Olivine or required by Swedish law, the Takeover Rules and the Swedish Securities Council’s rulings regarding interpretation and application of the Takeover Rules, and permitted by applicable law and regulation, the Offer will not be made available, directly or indirectly, in, into or from a Restricted Jurisdiction or any other jurisdiction where to do so would violate the laws in that jurisdiction and no person may accept the Offer by any use, means or instrumentality (including, but not limited to, facsimile, e-mail or other electronic transmission, telex or telephone) of interstate or foreign commerce of, or of any facility of a national, state or other securities exchange of any Restricted Jurisdiction or any other jurisdiction where to do so would constitute a violation of the laws of that jurisdiction and the Offer may not be capable of acceptance by any such use, means, instrumentality or facilities. Accordingly, copies of this press release and any formal documentation relating to the Offer are not being, and must not be, directly or indirectly, mailed or otherwise forwarded, distributed or sent in or into or from any Restricted Jurisdiction or any other jurisdiction where to do so would constitute a violation of the laws of that jurisdiction and persons receiving such documents (including custodians, nominees and trustees) must not mail or otherwise forward, distribute or send them in or into or from any Restricted Jurisdiction or any other jurisdiction where to do so would constitute a violation of the laws of that jurisdiction.
The availability of the Offer to shareholders of Maximum Entertainment who are not resident in and citizens of Sweden may be affected by the laws of the relevant jurisdictions in which they are located or of which they are citizens. Persons who are not resident in or citizens of Sweden should inform themselves of, and observe, any applicable legal or regulatory requirements of their jurisdictions.
The Offer, the information and documents contained in this press release are not being made and have not been approved by an authorized person for the purposes of section 21 of the UK Financial Services and Markets Act 2000 (the “FSMA”). Accordingly, the information and documents contained in this press release are not being distributed to, and must not be passed on to, the general public in the United Kingdom, unless an exemption applies. The communication of the information and documents contained in this press release is exempt from the restriction on financial promotions under section 21 of the FSMA on the basis that it is a communication by or on behalf of a body corporate which relates to a transaction to acquire day to day control of the affairs of a body corporate; or to acquire 50 percent or more of the voting shares in a body corporate, within article 62 of the UK Financial Services and Markets Act 2000 (Financial Promotion) Order 2005.
Statements in this press release relating to future status or circumstances, including statements regarding future performance, growth and other trend projections and their underlying assumptions, statements regarding plans, objectives, intentions and expectations with respect to future financial results, events, operations, services, product development and potential and other effects of the Offer, are forward-looking statements. These statements may generally, but not always, be identified by the use of words such as “anticipates”, “intends”, “expects”, “believes”, “estimates”, “plans”, “will be” or similar expressions. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. Actual results and developments may differ materially from those expressed in, or implied or projected by these forward-looking statements due to many factors, many of which are outside the control of Olivine. Forward-looking statements appear in a number of places throughout this announcement and the information incorporated by reference into this announcement and may include statements regarding the intentions, beliefs or current expectations of Olivine or Maximum Entertainment concerning, amongst other things: (i) future capital expenditures, expenses, revenues, earnings, synergies, economic performance, indebtedness, financial condition, dividend policy, losses and future prospects; (ii) business and management strategies, the expansion and growth of Olivine’s or Maximum Entertainment’s business operations and potential synergies resulting from the Offer; and (iii) the effects of government regulation and industry changes on the business of Olivine or Maximum Entertainment. Any forward-looking statements made herein speak only as of the date on which they are announced. Except as required by the Takeover Rules or applicable law or regulations, Olivine expressly disclaims any obligation or undertaking to publicly announce updates or revisions to any forward-looking statements contained in this press release to reflect any change in expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based. The reader should, however, consult any additional disclosures that Olivine or Maximum Entertainment have made or may make.
Important notice to shareholders in the United States of America
The Offer is being made for the securities of Maximum Entertainment AB and is subject to Swedish disclosure and procedural requirements, which may differ from those of the United States of America. The Offer will be made in the United States of America in compliance with applicable Swedish law and applicable provisions of Regulation 14E under the US Securities Exchange Act of 1934, as amended (“Exchange Act”).
Payment of the Offer consideration to the U.S. shareholders may be a taxable transaction subject to income tax, including U.S. federal income tax and may be a taxable transaction pursuant to Swedish national or regional tax laws, as well as foreign or other tax laws. It is strongly recommended that each U.S. shareholder seek independent professional advice regarding the tax consequences of accepting the Offer.
It may be difficult for U.S. holders of Maximum Entertainment’s shares to enforce their rights and claims arising out of the U.S. federal securities laws, since Maximum Entertainment is located in a country other than the United States, and some or all of its officers and directors may be residents of a country other than the United States. U.S. holders of Maximum Entertainment may not be able to sue a non-U.S. company or its officers or directors in a non-U.S. court for violations of U.S. securities laws. Further, it may be difficult to compel a non-U.S. company and its affiliates to subject themselves to a U.S. court’s judgment.
Neither the Securities and Exchange Commission nor any other regulatory authority in the United States of America has granted or rejected approval of the Offer, or issued a decision as to the fairness or the merits of the Offer, or issued an opinion as to the accuracy or completeness of the Offer documentation. Any representation to the contrary constitutes a criminal offence in the United States of America.
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