Share Issue/Capital Change • Jan 14, 2014
Share Issue/Capital Change
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EAM Solar ASA: Announces equity offering to finance the acquisition of portfolio of solar power plants
NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED
STATES, CANADA, AUSTRALIA, HONG KONG OR JAPAN OR ANY OTHER JURISDICTION IN WHICH
THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL
PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS STOCK EXCHANGE NOTICE
EAM: Announces equity offering to finance the acquisition of portfolio of solar
power plants
14 January 2014
Reference is made to the stock exchange notice of 2 January 2014 related to the
signing of the sale and purchase agreement to acquire a portfolio of 31 solar
power plants in Southern Italy (the "New Portfolio"), with a combined capacity
of 30 MW and an average annual electricity production capacity of approximately
44 GWh (the "Acquisition"). The Acquisition is initially based on an enterprise
value of EUR 114.3 million for the New Portfolio, of which EUR 73.4 million will
be financed with the continuation of existing debt in the New Portfolio.
To finance the equity component of the Acquisition, EAM Solar ASA ("EAM Solar"
or the "Company") has retained ABG Sundal Collier Norge ASA, Arctic Securities
ASA and Carnegie AS as joint-lead managers and joint bookrunners to advise on
and effect a private placement directed towards Norwegian and international
investors with targeted gross proceeds of NOK 350 million (the "Private
Placement"). The Private Placement will be marketed with an indicative price
range of NOK 80-85 per share.
The book-building period will commence today at 09:00 CET and is expected to
close at 20:00 CET on 16 January 2014. The Company may, however, at any time
close or extend the book-building period at its discretion. The minimum
subscription in the Private Placement has been set to NOK 1 million.
The competition of the Private Placement is subject to the approval by the Board
of Directors of EAM Solar pursuant to the resolution by the Extraordinary
General Meeting held Tuesday 17 December 2013. Notification of allotment and
payment instructions are expected to be sent out on or about 17 January 2014.
The payment date is expected to be on or about 21 January 2014 while the
delivery of the shares offered in the Private Placement is expected to take
place on or about 23 January 2014 (following the publication by the Company of a
listing prospectus in compliance with section 7-3 of the Norwegian Securities
Trading Act).
Private Placement subscriptions:
ABG Sundal Collier Norge ASA: +47 22 01 60 04
Arctic Securities ASA: +47 21 01 31 85
Carnegie AS: +47 22 00 93 40
For further information, please contact:
Viktor E Jakobsen, Executive Director, phone +47 9161 1009, [email protected]
Audun W Iversen, CEO, phone +47 9161 6250, [email protected]
About EAM Solar:
EAM Solar ASA is a power company that acquires and operates solar power plants.
The Company currently owns four solar power plants in Italy that operate under
long-term electricity sales contracts. EAM Solar acquires solar power plants
that are commissioned, connected to the grid and in power production at the time
of financial close.
For more information, please visit www.eamsolar.no
Important Notice
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 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. Carnegie 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 rights issue 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.
[HUG#1754498]
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