Notice of Compulsory Acquisition of shares held by minority shareholders of Keops A/S

Reported via Company News Service on 18 September 2007


Notice of Compulsory Acquisition of shares held by minority shareholders of

KEOPS A/S
(REG. NO. (CVR) 36850019) 

pursuant to Section 20B of the Danish Companies act


Following completion of a voluntary conditional public tender offer announced
on 27 July 2007 and prepared in accordance with executive order no. 416 of 8
May 2006 on takeovers and shareholders' duty of disclosure, Fasteignafélagi∂
Sto∂ir hf. ("Sto∂ir") owns 96.56 per cent of the share capital and voting
rights in Keops A/S ("Keops") (including Keops' own shares and including share
options) as published in the announcement forwarded to OMX Nordic Exchange
Copenhagen A/S on 3 and 6 September 2007. As a result, Sto∂ir and the
supervisory board of Keops have jointly decided that the remaining shareholders
of Keops must allow their shares to be acquired by Sto∂ir pursuant to section
20b of the Danish Companies Act. 

The shareholders of the company are therefore invited to transfer their shares
in Keops to Sto∂ir within a period starting 20 September 2007 and ending 19
October 2007. 

The shares will be transferred at a price of DKK 24 per share of DKK 1 nominal
value each, and payment will be made in cash. Any brokerage fees and other
selling expenses shall be paid by the selling Keops shareholders. The price
offered corresponds to the price paid by Sto∂ir to the shareholders who have
accepted the tender offer. The price is app. 9.1 per cent above the price
quoted by OMX Nordic Exchange Copenhagen A/S for Keops on 28 June 2007, i.e.
the day before the announcement of Sto∂ir's intentions to perform the takeover. 

All shares transferred to Sto∂ir in accordance with this notice must be free
and clear of all charges and encumbrances of any kind. 

Please instruct the bank in which your shares are held in a custody account to
transfer the shares to Glitnir Banki hf., Copenhagen Branch ("Glitnir").
Payment of the transferred shares will be made in cash by Glitnir via the VP
Securities Centre (Værdipapircentralen) four banking days after expiry of the
aforesaid period (23 October 2007). Please find enclosed the form to be used in
connection with the transfer. 

In accordance with section 20b(2) of the Danish Companies Act you are advised
that if you disagree on the acquisition price you may bring such price before
experts who will then determine the price in accordance with the provisions of
section 19(2) of the Danish Companies Act. Such experts will be appointed by
the court of the jurisdiction of Keops's registered office. 

If the valuation made by the experts under section 19(2) of the Danish
Companies Act results in a higher acquisition price than the one offered by
Sto∂ir, such new price will also apply to shareholders who did not request a
valuation. The costs of valuation will be borne by Sto∂ir unless the court
finds special reasons for the minority shareholders in question to reimburse
Sto∂ir's expenses in full or in part. 

Any minority shareholders who have not transferred their shares to Sto∂ir will
be invited through advertisement in the Danish Official Gazette (Statstidende)
to transfer their shares to Sto∂ir under section 20c of the Danish Companies
Act within a period of three months. If any shareholder has not transferred its
shares by the end of the three-month period, its shares will be registered in
the name of Sto∂ir upon expiry of the said period. At the same time, the
acquisition sum will be deposited in accordance with Danish Act no. 29 of 16
February 1932 on Debtors' Right of Discharge by Deposit. 

Copenhagen, 18 September 2007 



Keops A/S	Fasteignafélagið Stoðir hf. 
Supervisory board	Supervisory board


 
ACCEPTANCE FORM
Acceptance of the Sale of Shares in Keops A/S to Fasteignafélagið Stoðir hf.
(”Stoðir”) 
(TO BE SUBMITTED TO THE SHAREHOLDERS' OWN CUSTODIAN BANK OR STOCKBROKER FOR
ENDORSEMENT AND PROCESSING) 
Acceptance must take place through the shareholders' custodian bank or
stockbroker and must be made in due time to allow the custodian bank or
stockbroker to process and communicate the acceptance to Glitnir Banki hf.,
Copenhagen Branch, not later than 19 October 2007 at 16.00 CET. 
The undersigned warrants and represents that the shares sold are free and clear
from any and all charges, liens and other encumbrances and that no third party
has been given any right whatsoever to the shares. 
In accordance with announcement of 18 September 2007 concerning compulsory
acquisition of shares held by minority shareholders of Keops A/S (reg. nr.
(CVR) 36850019) pursuant to Section 20b of the Danish Companies Act, the
undersigned hereby irrevocably place an order for sale of the following number
of shares of DKK 1.00 nominal value in Keops A/S (ISIN securities code
DK0010250588): 
		shares nom. DKK 1.00 each in Keops A/S for a cash consideration of DKK 24.00
for each Keops Share of a nominal value of DKK 1.00 
I/we permit the effectuation of the sale of the shares from my/our custodian
account with: 
Custodian bank or stockbroker:	VP-account:
The proceeds from the shares sold must be transferred to:
Custodian bank or stockbroker:	Registration No. / Account No.:
	
Information about the selling shareholder and signature:
Name:	
Address:	
City and postcode:	Telephone:
Date:	Signature:
The undersigned custodian bank or stockbroker agrees to transfer the above
shares to Glitnir Banki hf, Copenhagen Branch 
Registration No.:	CD-identification:
company stamp and signature:
	


The custodian bank shall no later than 19 October 2007 at 16.00 CET notify the
acceptance of the Tender Offer to Glitnir:	Glitnir Banki hf., Copenhagen Branch 
Frederiksgade 19, 2.
DK-1265 Copenhagen K., Denmark
Telephone: +45 88 33 50 00, Fax: +45 88 33 50 01


Reported via Company News Service on 18 September 2007


Notice of Compulsory Acquisition of shares held by minority shareholders of

KEOPS A/S
(REG. NO. (CVR) 36850019) 

pursuant to Section 20B of the Danish Companies act


Following completion of a voluntary conditional public tender offer announced
on 27 July 2007 and prepared in accordance with executive order no. 416 of 8
May 2006 on takeovers and shareholders' duty of disclosure, Fasteignafélagi∂
Sto∂ir hf. ("Sto∂ir") owns 96.56 per cent of the share capital and voting
rights in Keops A/S ("Keops") (including Keops' own shares and including share
options) as published in the announcement forwarded to OMX Nordic Exchange
Copenhagen A/S on 3 and 6 September 2007. As a result, Sto∂ir and the
supervisory board of Keops have jointly decided that the remaining shareholders
of Keops must allow their shares to be acquired by Sto∂ir pursuant to section
20b of the Danish Companies Act. 

The shareholders of the company are therefore invited to transfer their shares
in Keops to Sto∂ir within a period starting 20 September 2007 and ending 19
October 2007. 

The shares will be transferred at a price of DKK 24 per share of DKK 1 nominal
value each, and payment will be made in cash. Any brokerage fees and other
selling expenses shall be paid by the selling Keops shareholders. The price
offered corresponds to the price paid by Sto∂ir to the shareholders who have
accepted the tender offer. The price is app. 9.1 per cent above the price
quoted by OMX Nordic Exchange Copenhagen A/S for Keops on 28 June 2007, i.e.
the day before the announcement of Sto∂ir's intentions to perform the takeover. 

All shares transferred to Sto∂ir in accordance with this notice must be free
and clear of all charges and encumbrances of any kind. 

Please instruct the bank in which your shares are held in a custody account to
transfer the shares to Glitnir Banki hf., Copenhagen Branch ("Glitnir").
Payment of the transferred shares will be made in cash by Glitnir via the VP
Securities Centre (Værdipapircentralen) four banking days after expiry of the
aforesaid period (23 October 2007). Please find enclosed the form to be used in
connection with the transfer. 

In accordance with section 20b(2) of the Danish Companies Act you are advised
that if you disagree on the acquisition price you may bring such price before
experts who will then determine the price in accordance with the provisions of
section 19(2) of the Danish Companies Act. Such experts will be appointed by
the court of the jurisdiction of Keops's registered office. 

If the valuation made by the experts under section 19(2) of the Danish
Companies Act results in a higher acquisition price than the one offered by
Sto∂ir, such new price will also apply to shareholders who did not request a
valuation. The costs of valuation will be borne by Sto∂ir unless the court
finds special reasons for the minority shareholders in question to reimburse
Sto∂ir's expenses in full or in part. 

Any minority shareholders who have not transferred their shares to Sto∂ir will
be invited through advertisement in the Danish Official Gazette (Statstidende)
to transfer their shares to Sto∂ir under section 20c of the Danish Companies
Act within a period of three months. If any shareholder has not transferred its
shares by the end of the three-month period, its shares will be registered in
the name of Sto∂ir upon expiry of the said period. At the same time, the
acquisition sum will be deposited in accordance with Danish Act no. 29 of 16
February 1932 on Debtors' Right of Discharge by Deposit. 

Copenhagen, 18 September 2007 



Keops A/S	Fasteignafélagið Stoðir hf. 
Supervisory board	Supervisory board


 
ACCEPTANCE FORM
Acceptance of the Sale of Shares in Keops A/S to Fasteignafélagið Stoðir hf.
(”Stoðir”) 
(TO BE SUBMITTED TO THE SHAREHOLDERS' OWN CUSTODIAN BANK OR STOCKBROKER FOR
ENDORSEMENT AND PROCESSING) 
Acceptance must take place through the shareholders' custodian bank or
stockbroker and must be made in due time to allow the custodian bank or
stockbroker to process and communicate the acceptance to Glitnir Banki hf.,
Copenhagen Branch, not later than 19 October 2007 at 16.00 CET. 
The undersigned warrants and represents that the shares sold are free and clear
from any and all charges, liens and other encumbrances and that no third party
has been given any right whatsoever to the shares. 
In accordance with announcement of 18 September 2007 concerning compulsory
acquisition of shares held by minority shareholders of Keops A/S (reg. nr.
(CVR) 36850019) pursuant to Section 20b of the Danish Companies Act, the
undersigned hereby irrevocably place an order for sale of the following number
of shares of DKK 1.00 nominal value in Keops A/S (ISIN securities code
DK0010250588): 
		shares nom. DKK 1.00 each in Keops A/S for a cash consideration of DKK 24.00
for each Keops Share of a nominal value of DKK 1.00 
I/we permit the effectuation of the sale of the shares from my/our custodian
account with: 
Custodian bank or stockbroker:	VP-account:
The proceeds from the shares sold must be transferred to:
Custodian bank or stockbroker:	Registration No. / Account No.:
	
Information about the selling shareholder and signature:
Name:	
Address:	
City and postcode:	Telephone:
Date:	Signature:
The undersigned custodian bank or stockbroker agrees to transfer the above
shares to Glitnir Banki hf, Copenhagen Branch 
Registration No.:	CD-identification:
company stamp and signature:
	


The custodian bank shall no later than 19 October 2007 at 16.00 CET notify the
acceptance of the Tender Offer to Glitnir:	Glitnir Banki hf., Copenhagen Branch 
Frederiksgade 19, 2.
DK-1265 Copenhagen K., Denmark
Telephone: +45 88 33 50 00, Fax: +45 88 33 50 01