Share Issue/Capital Change • Oct 14, 2020
Share Issue/Capital Change
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SalMar - Icelandic Salmon AS: Upsizing of private placement
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR
INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN OR THE UNITED STATED OR ANY OTHER
JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE
UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE
SECURITIES DESCRIBED HEREIN.
Kverva, 14 October 2020. Reference is made to the announcements by SalMar ASA
("SalMar") published on 13 October 2020 regarding the contemplated private
placement of shares (the "Private Placement") and listing on Merkur Market of
Icelandic Salmon AS ("Icelandic Salmon" or the "Company", previously named
Arnarlax AS).
As the Private Placement has attracted strong interest from high-quality
institutional investors, and is multiple times oversubscribed, the board of
directors of the Company has decided to increase the size of the primary
offering in the Private Placement from approximately NOK 432 million to
approximately NOK 500 million.
Accordingly, following this upsizing, the Private Placement consists of an offer
of up to 5,629,344 shares in total, consisting of (i) a primary offering of up
to 4,347,826 new shares in Icelandic Salmon to raise gross proceeds of up to
approximately NOK 500 million and (ii) a secondary offering of up to 1,281,518
existing shares from certain selling shareholders, equivalent to proceeds of up
to approximately NOK 147 million.
Icelandic Salmon intends to use the net proceeds from the primary offering of
the Private Placement to fund growth and develop Icelandic Salmon's value chain
within existing license portfolio, including investment in the expansion of
smolt capacity, upgrade processing facility (Bíldudalur), farming equipment,
branding initiatives and biomass build-up.
The bookbuilding period in the Private Placement will close today, 14 October
2020, at 16:30 hours (CEST), subject to any decision to shorten or extend the
bookbuilding period.
DNB Markets, a part of DNB Bank ASA is acting as Sole Global Coordinator and
Joint Bookrunner and Arctic Securities AS and Arion Banki hf. are acting as
Joint Bookrunners in connection with the private placement. Advokatfirmaet
Thommessen AS is acting as legal advisor to Icelandic Salmon and Wikborg Rein
Advokatfirma AS is acting as legal advisor to the Joint Bookrunners.
For more information, please contact:
Trine Sæther Romuld
CFO & COO
Tel: +47 991 63 632
Email: [email protected]
This information is subject to the disclosure requirements pursuant to Section
5-12 the Norwegian Securities Trading Act.
Important notice:
This announcement is not and does not form a part of any offer to sell, or a
solicitation of an offer to purchase, any securities of the Company or SalMar.
Copies of this announcement are not being made and may not be distributed or
sent into any jurisdiction in which such distribution would be unlawful or would
require registration or other measures.
The securities referred to in this announcement have not been and will not be
registered under the U.S. Securities Act of 1933, as amended (the "Securities
Act"), and accordingly may not be offered or sold in the United States absent
registration or an applicable exemption from the registration requirements of
the Securities Act and in accordance with applicable U.S. state securities laws.
Neither the Company nor SalMar intends to register any part of the offering in
the United States or to conduct a public offering of securities in the United
States. Any sale in the United States of the securities mentioned in this
announcement will be made solely to "qualified institutional buyers" as defined
in Rule 144A under the Securities Act.
In any EEA Member State, this communication is only addressed to and is only
directed at qualified investors in that Member State within the meaning of the
Prospectus Regulation, i.e., only to investors who can receive the offer without
an approved prospectus in such EEA Member State. The expression "Prospectus
Regulation" means Regulation (EU) 2017/1129 as amended (together with any
applicable implementing measures in any Member State.
This communication is only being distributed to and is only directed at persons
in the United Kingdom that are (i) investment professionals falling within
Article 19(5) of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005, as amended (the "Order") or (ii) high net worth entities,
and other persons to whom this announcement may lawfully be communicated,
falling within Article 49(2)(a) to (d) of the Order (all such persons together
being referred to as "relevant persons"). This communication must not be acted
on or relied on by persons who are not relevant persons. Any investment or
investment activity to which this communication relates is available only for
relevant persons and will be engaged in only with relevant persons. Persons
distributing this communication must satisfy themselves that it is lawful to do
so.
Matters discussed in this announcement may constitute forward-looking
statements. Forward-looking statements are statements that are not historical
facts and may be identified by words such as "believe", "expect", "anticipate",
"strategy", "intends", "estimate", "will", "may", "continue", "should" and
similar expressions. The forward-looking statements in this release are based
upon various assumptions, many of which are based, in turn, upon further
assumptions. Although the Company believe that these assumptions were reasonable
when made, these assumptions are inherently subject to significant known and
unknown risks, uncertainties, contingencies and other important factors which
are difficult or impossible to predict, and are beyond their control. Actual
events may differ significantly from any anticipated development due to a number
of factors, including without limitation, changes in public sector investment
levels, changes in the general economic, political and market conditions in the
markets in which the Company operates, the Company's ability to attract, retain
and motivate qualified personnel, changes in the Company's ability to engage in
commercially acceptable acquisitions and strategic investments, and changes in
laws and regulation and the potential impact of legal proceedings and actions.
Such risks, uncertainties, contingencies and other important factors could cause
actual events to differ materially from the expectations expressed or implied in
this release by such forward-looking statements. The Company does not make any
guarantee that the assumptions underlying the forward-looking statements in this
announcement are free from errors nor does it accept any responsibility for the
future accuracy of the opinions expressed in this announcement or any obligation
to update or revise the statements in this announcement to reflect subsequent
events. You should not place undue reliance on the forward-looking statements in
this announcement.
The information, opinions and forward-looking statements contained in this
announcement speak only as at its date, and are subject to change without
notice. Neither the Company nor SalMar undertakes any obligation to review,
update, confirm, or to release publicly any revisions to any forward-looking
statements to reflect events that occur or circumstances that arise in relation
to the content of this announcement.
Neither the Managers nor any of their affiliates makes any representation as to
the accuracy or completeness of this announcement and none of them accepts any
responsibility for the contents of this announcement or any matters referred to
herein.
This announcement is for information purposes only and is not to be relied upon
in substitution for the exercise of independent judgment. It is not intended as
investment advice and under no circumstances is it to be used or considered as
an offer to sell, or a solicitation of an offer to buy any securities or a
recommendation to buy or sell any securities of the Company or SalMar. Neither
the Managers nor any of its affiliates accepts any liability arising from the
use of this announcement.
The distribution of this announcement and other information may be restricted by
law in certain jurisdictions. Persons into whose possession this announcement or
such other information should come are required to inform themselves about and
to observe any such restrictions.
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