Share Issue/Capital Change • Feb 2, 2017
Share Issue/Capital Change
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Badger Explorer ASA: Key information relating to the subsequent offering
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE
OR IN PART DIRECTLY OR INDIRECTLY, IN AUSTRALIA,
CANADA, JAPAN OR THE UNITED STATES
Stavanger, 2 February 2017
Reference is made to announcements by Badger Explorer
ASA (the "Company") on 1 February and 2 February 2017
regarding the Private Placement. The Company intends
to launch a subsequent offering with gross proceeds of
up to approximately NOK 40 million with non-tradable
subscription rights for eligible shareholders
(the "Subsequent Offering").
Date on which the terms of the subsequent offering was
announced: 2 February 2017
Last day including right to receive subscription
rights: 1 February 2017
First day excluding right to receive subscription
right: 2 February 2017
Record date: 3 February 2017
Date of approval: Expected on or about 23 February 2017
Maximum number of new shares: up to 80,000,000
Subscription price: NOK 0.50
The Subsequent Offering is conditional upon approval
of the Private Placement and the Subsequent Offering
by an extraordinary general meeting of the Company
expected to be held on or about 23 February 2017 and
approval and publication of a listing and offering
prospectus.
For further information, please contact:
Roald Valen, CEO, cell phone +47 938 31 301
Gunnar Dolven, CFO, cell phone +47 908 53 168
www.bxpl.com
Important information:
The release is not for publication or distribution, in
whole or in part directly or indirectly, in or into
Australia, Canada, Japan or the United States
(including its territories and possessions, any state
of the United States and the District of Columbia).
This release is an announcement issued pursuant to
legal information obligations, and is subject of the
disclosure requirements pursuant to the continuing
obligations of the Oslo Stock Exchange. It is issued
for information purposes only, and does not constitute
or form part of any offer or solicitation to purchase
or subscribe for securities, in the United States or
in any other jurisdiction. The securities mentioned
herein have not been, and will not be, registered
under the United States Securities Act of 1933, as
amended (the "Securities Act"). The securities may not
be offered or sold in the United States except
pursuant to an exemption from the registration
requirements of the Securities Act. The Company does
not intend to register any portion of the offering of
the securities in the United States or to conduct a
public offering of the securities in the United
States. Copies of this announcement are not being made
and may not be distributed or sent into Australia,
Canada, Japan or the United States. The issue,
exercise, purchase or sale of subscription rights and
the subscription or purchase of shares in the Company
are subject to specific legal or regulatory
restrictions in certain jurisdictions. Neither the
Company nor the Manager assumes any responsibility in
the event there is a violation by any person of such
restrictions.
The distribution of this release may in certain
jurisdictions be restricted by law. Persons into whose
possession this release comes should inform themselves
about and observe any such restrictions. Any failure
to comply with these restrictions may constitute a
violation of the securities laws of any such
jurisdiction. The Manager is acting for the Company
and no one else in connection with the Private
Placement and will not be responsible to anyone other
than the Company for providing the protections
afforded to their respective clients or for providing
advice in relation to the Private Placement and/or any
other matter referred to in this release.
Forward-looking statements: This release and any
materials distributed in connection with this release
may contain certain forward-looking statements. By
their nature, forward-looking statements involve risk
and uncertainty because they reflect the Company's
current expectations and assumptions as to future
events and circumstances that may not prove accurate.
A number of material factors could cause actual
results and developments to differ materially from
those expressed or implied by these forward-looking
statements.
***
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