Share Issue/Capital Change • Nov 5, 2014
Share Issue/Capital Change
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Final result of the Rights Issue
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART
DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN OR THE UNITED STATES
Oslo, 5 November 2014
Reference is made to the stock exchange announcement by NEL ASA (the
"Company" or "NEL") on 17 October 2014 regarding approved prospectus and
commencement of the subscription period in the NOK 35 million rights
issue (the "Rights Issue").
The subscription period for the Rights Issue expired on 4 November 2014
at 16:30 CET.
The Rights Issue was oversubscribed, resulting in gross proceeds of
approximately NOK 35 million through the issuance of 53,846,154 new
shares at a subscription price of NOK 0.65.
The new shares were allocated based upon exercised subscription rights.
As not all subscription rights were used, the remaining shares were
allocated pro rata based upon number of subscription rights held by each
of the subscribers who subscribed for more new shares than the number of
subscription rights held.
All subscribers being allocated shares will receive a letter confirming
the number of shares allocated and the corresponding amount to be paid
by each subscriber. Payment for the allocated shares falls due on 10
November 2014.
The new shares may not be transferred or traded before they are fully
paid and the share capital increase has been registered with the
Norwegian Register of Business Enterprises, expected on or about 12
November 2014. Expected listing and delivery of the new shares is 13
November 2014.
Following the registration of the new share capital with the Norwegian
Register of Business Enterprises, the Company will have 338,929,104
shares outstanding, each with a nominal value of NOK 0.20 per share.
The Rights Issue is managed by Carnegie AS.
This information is subject of the disclosure requirements pursuant to
section 5-12 of the Norwegian Securities Trading Act.
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The release is not for publication or distribution, in whole or in part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
section 5-12 of the Norwegian Securities Trading Act. 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 subscription or
purchase of shares in the Company is 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 Rights Issue 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 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.
For further information, please contact:
Lars Christian Stugaard
Acting CEO
+47 23 01 49 06 / +47 47 63 05 22
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