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2016-10-18

GE Sweden Holdings AB: GE Aviation announces results and extends the acceptance period of its recommended public cash offer to the Arcam shareholders

THIS PRESS RELEASE MAY NOT, DIRECTLY OR INDIRECTLY, BE DISTRIBUTED OR
PUBLISHED IN OR INTO AUSTRALIA, HONG KONG, JAPAN, CANADA, NEW ZEALAND
OR SOUTH AFRICA. THE OFFER IS NOT BEING MADE TO (AND ACCEPTANCES WILL
NOT BE ACCEPTED FROM) PERSONS IN THOSE COUNTRIES OR ELSEWHERE (OTHER
THAN IN THE U.S.) WHERE THEIR PARTICIPATION REQUIRES FURTHER
DOCUMENTATION, FILINGS OR OTHER MEASURES IN ADDITION TO THOSE
REQUIRED BY SWEDISH LAW.

Stockholm, October 18, 2016. On September 6, 2016, GE Sweden Holdings
AB ("GE"), a Swedish company within the GE Aviation operating unit
and an indirectly wholly-owned subsidiary of General Electric
Company[1], announced a recommended public cash offer to acquire all
ordinary shares[2] in Arcam Aktiebolag (publ) ("Arcam") at a price of
SEK 285[3] per ordinary share in Arcam in cash (the "Offer"). The
initial acceptance period of the Offer expired on October 14, 2016.

The ordinary shares in Arcam tendered during the initial acceptance
period of the Offer, together with the ordinary shares in Arcam
acquired by GE on the market, correspond to approximately 40.42 per
cent of the total number of outstanding shares and votes in Arcam on
a fully diluted basis. GE extends the acceptance period up to and
including November 1, 2016.

Tendered ordinary shares and GE's ownership in Arcam

The ordinary shares in Arcam[4] tendered during the initial acceptance
period of the Offer, together with the ordinary shares in Arcam
acquired by GE on the market, correspond to approximately 40.42 per
cent of the total number of outstanding shares and votes in Arcam on
a fully diluted basis.[5]

At the time of announcement of the Offer, GE did not own or control
any shares in Arcam. The Offer has been accepted by shareholders
holding an aggregate of 5,078,631 ordinary shares in Arcam[6]
corresponding to approximately 24.48 per cent of the total number of
outstanding shares and votes in Arcam on a fully diluted basis. GE
has, after announcement of the Offer, acquired 3,307,344 ordinary
shares in Arcam on the market, corresponding to approximately 15.94
per cent of the total number of outstanding shares and votes in Arcam
on a fully diluted basis. No such acquisitions have been made at
prices higher than SEK 285 per ordinary share in Arcam.

In accordance with, and subject to the restrictions under, applicable
laws, rules and regulations, GE Group and any advisor, broker or
other person acting as the agent for, or on behalf of, GE Group may
make arrangements to purchase shares in Arcam, including purchases in
the open market at prevailing prices or in private transactions at
negotiated prices. Such purchases or arrangements to purchase may be
made through the expiry of the extended acceptance period and
thereafter. Any such purchases will be made in compliance with
applicable laws, rules and regulations.

Extended acceptance period

To provide the remaining shareholders of Arcam more time to accept the
Offer, the acceptance period has been extended until 17.00 CET on
November 1, 2016. Subject to the Offer being declared unconditional
no later than on or around November 3, 2016, settlement is expected
to begin on or around November 8, 2016. GE reserves the right to, at
one or several occasions, further extend the acceptance period for
the Offer, as well as the right to postpone the date for settlement.

Conditions to the Offer

Except for the extended acceptance period, the terms and conditions of
the Offer, as set forth in the offer document relating to the Offer
published on September 6, 2016 (the "Offer Document"), remain
unchanged. Completion of the Offer is conditional upon, inter alia,
the Offer being accepted by shareholders to an extent such that their
shares in Arcam, together with any shares in Arcam owned by GE,
represent more than 90 per cent of the outstanding shares in Arcam on
a fully diluted basis. As announced by GE on October 10, 2016,
antitrust clearance by the Austrian Competition Authority has been
received and completion of the Offer is no longer conditional upon
regulatory, governmental or similar clearances. GE reserves the right
to withdraw the Offer as well as to waive, in whole or in part, one
or more of the conditions to completion of the Offer which have not
been satisfied (including the right to complete the Offer at a lower
level of acceptance), as set forth in the Offer Document.

Additional information

The information was submitted for publication on October 18, 2016, at
8.00 am CET.

For additional information about the Offer, including the Offer
Document, please visit www.geaviation.com/additive. All media
inquiries should be directed to:

Rick Kennedy, Executive, GE Aviation Communication, +1 513 607 0609.

Important information

Important Information for U.S. persons

The Offer has not been, and will not be, submitted to the review or
registration procedures of the U.S. Securities and Exchange
Commission or any other regulator outside of Sweden. The Offer has
not been approved or recommended by any governmental securities
regulator.

The Offer is being made in the United States in compliance with
Regulation 14E under the U.S. Securities Exchange Act of 1934, as
amended, and in reliance on the Tier II exemption from certain
requirements of the U.S. Securities Exchange Act of 1934. The Offer,
including the extension of it as contemplated by this press release,
is principally governed by the regulations and procedures of Sweden,
which are different from those of the United States, including with
regard to extension, withdrawal rights and timing of payments. To the
extent that the Offer is subject to the U.S. securities laws, they
apply only to holders of shares in Arcam in the United States and no
other person has any claims under such laws.

This press release is not an offer to purchase or a solicitation of an
offer to sell shares and ADSs of Arcam. The solicitation and the
offer to purchase shares and ADSs of Arcam is made in the U.S.
pursuant to the U.S. Offer to Purchase, dated September 6, 2016, as
may be amended or supplemented from time to time (the "U.S. Offer
Document").

Shareholders of Arcam resident in the U.S. are advised to read the
U.S. Offer Document, because such document contains important
information about the Offer and the parties thereto.

Investors and shareholders may obtain free copies of the U.S. Offer
Document and the Swedish Offer Document, as may be amended or
supplemented from time to time, at the website of GE Aviation,
www.geaviation.com/additive. Free copies of the Swedish Offer
Document may also be obtained at the website of Handelsbanken Capital
Markets, www.handelsbanken.se/investeringserbjudande.

Other important information

The Offer is not being made to, and acceptances are not approved from,
persons (other than U.S. persons) whose participation in the Offer
requires that an additional offer document is prepared or
registration effected or that any other measures are taken in
addition to those required under Swedish law, except where there is
an applicable exemption.

This press release and any related offer documentation will not be
distributed and must not be mailed or otherwise distributed or sent
in or into any country in which the distribution or offering would
require any such additional measures to be taken or would be in
conflict with any law or regulation in such country - any such action
will not be permitted or sanctioned by GE. Any purported acceptance
of the Offer resulting directly or indirectly from a violation of
these restrictions may be disregarded.

The Offer is not being made, directly or indirectly, by use of mail or
any other means or instrumentality (including, without limitation,
facsimile transmission, electronic mail, telex, telephone and the
Internet) in or into Australia, Hong Kong, Japan, Canada, New Zealand
or South Africa, and the Offer cannot be accepted by any such use,
means, instrumentality or facility of, or from within Australia, Hong
Kong, Japan, Canada, New Zealand or South Africa. Accordingly, this
press release and any related offer documentation are not being and
should not be mailed or otherwise distributed, forwarded or sent in
or into Australia, Hong Kong, Japan, Canada, New Zealand or South
Africa.

GE will not deliver any consideration from the Offer in or into
Australia, Hong Kong, Japan, Canada, New Zealand or South Africa.

This press release is not being, and must not be, sent to shareholders
with registered addresses in Australia, Hong Kong, Japan, Canada, New
Zealand or South Africa. Banks, brokers, dealers and other nominees
holding shares for persons in Australia, Hong Kong, Japan, Canada,
New Zealand or South Africa must not forward this press release or
any other document received in connection with the Offer to such
persons.

This press release has been published in English and Swedish. In the
event of any discrepancy in content between the two language
versions, the English version shall prevail.

Forward-looking statements

This press release contains "forward-looking statements" - that is,
statements related to future events that by their nature address
matters that are, to different degrees, uncertain. For details on the
uncertainties that may cause GE Group's actual future results to be
materially different than those expressed in the forward-looking
statements, see the Offer Document at www.geaviation.com/additive and
GE Group's website at
http://www.ge.com/investor-relations/disclaimer-caution-concerning-forwa...
as well as GE Group's annual reports on Form 10-K and quarterly
reports on Form 10-Q. GE Group do not undertake to update the
forward-looking statements. This press release may also include
certain forward-looking projected financial information that is based
on current estimates and forecasts. Actual results could differ
materially.

----------------------------------------------------------------------

[1] General Electric Company, together with its subsidiaries, are
referred to as "GE Group".

[2] The Offer also includes a public offer to tender to GE all
American depositary shares (each an "ADS"), each ADS representing the
right to receive one ordinary share in Arcam.

[3] Assuming no dividend or other value transfer by Arcam.

[4] Including ordinary shares in Arcam represented by ADSs.

[5] Based on 20,746,585 shares and votes in Arcam (including 152
ordinary shares and 200,000 preference shares of Class C held by
Arcam).

[6] See footnote 4.

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http://news.cision.com/ge-sweden-holdings-ab/r/ge-aviation-announces-res......

Författare WKR

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