Axactor SE

AGM Information • Oct 10, 2014

NMG: Summary of the Extraordinary General Meeting in Nickel Mountain Group AB (publ) conducted today

NMG: Summary of the Extraordinary General Meeting in Nickel Mountain Group AB (publ) conducted today

· New board of directors appointed

· Rights issue amounting to approximately NOK 68 million approved

· Board receives authorization to issue up to 90,809,360 new shares

· Limits of the share capital increased

An Extraordinary General Meeting ("EGM") in Nickel Mountain Group AB

("NMG" or the "Company") was held in Stockholm today. The agenda

contained three main items, (i) appointment of a new Board of Directors;

(ii) approval of a fully underwritten rights issue of approximately NOK

68 million; and (iii) a board authorization to issue shares or other

equity instruments going forward.

At the proposal by the new major shareholder of NMG, Strata Marine &

Offshore AS, a new board of directors was appointed. Martin Nes was

appointed as chairman of the board, and Jan Frode Andersen and Per

Dalemo were appointed ordinary board members. There are no deputy board

members. A short presentation of the new board members was given at the

EGM. Remuneration for the new board members was approved on the same

terms as those approved at the Annual General Meeting in June 2014.

Thereafter, the EGM resolved to conduct a fully underwritten rights

issue of up to 68,107,020 new shares (the "Rights Issue"). The Rights

Issue will be directed towards the Company's shareholders as of close of

the Oslo Stock Exchange on 17 October 2014, as registered in the

Norwegian Central Security Depository (VPS) and Euroclear on 21 October

2014 (the "Record Date"). The Rights Issue will not be directed at

shareholders who are resident in jurisdictions where the Rights Issue

would be unlawful, or in jurisdictions other than Norway and Sweden,

which would require any filing, registration or similar action. The last

day of trading in the NMG share with the right to receive subscription

rights is Friday, October 17, 2014, and the first day of trading of the

NMG share excluding the right to receive subscription rights is October

20, 2014.

Each eligible shareholder will have pre-emptive rights to subscribe for

three (3) new shares for each existing share held as of the Record Date.

The subscription price is NOK 1.00 per new share, resulting in gross

proceeds of NOK 68,107,020.

The subscription rights will be tradable and listed on the Oslo Stock

Exchange.

The subscription period is expected to commence on or about 23 October

2014 and expire on or about 6 November 2014. Trading in the subscription

rights on the Oslo Stock Exchange may take place from the first day of

the subscription period and end two days prior to expiry of the

subscription period.

The Rights Issue is fully underwritten by the Company's main

shareholder, Strata Marine & Offshore AS, and a group of institutional

investors and family offices.

Following the Rights Issue, the Company will have a total of 90,809,360

outstanding shares assuming all subscription rights are exercised.

The Board of Directors was also given an authorization from the EGM to

issue new shares or equity instruments. The existing shareholders'

preferential rights may be waived when exercising the board

authorization. The maximum dilution permitted under the board

authorization is 50%, being equivalent to 90,809,360 new shares, when

taken into account the 68,107,020 new shares from the Rights Issue. If

the board resolves to carry out a private placement under the

authorization, the subscription price shall be equal to the market price

of the share minus any necessary and reasonable discount. This

authorization replaces the corresponding authorization given to the

Board on the June 2014 AGM in Stockholm, and is valid until the AGM in

spring 2015.

As a consequence of the approved Rights Issue, the EGM also resolved to

raise the limits of the authorized share capital to a minimum of SEK 32

million and a maximum of SEK 128 million, corresponding to a minimum

number of shares of 64 million and a maximum of 256 million shares.

At the EGM 6,728,078 shares were present directly or through proxies,

corresponding to 29.6% of the Company's 22,702,340 total outstanding

shares.

For and on behalf of the Board of Directors of Nickel Mountain Group AB

Torbjörn Ranta

Managing Director

For information, please contact Torbjörn Ranta

Mail: torbjorn.ranta@nickelmountain.se

Tel: + 46 8 402 28 00

Cell Phone: +46 708 855504

Cautionary Statement: Statements and assumptions made in this document

with respect to Nickel Mountain Group AB's ("NMG") current plans,

estimates, strategies and beliefs, and other statements that are not

historical facts, are forward-looking statements about the future

performance of NMG. Forward-looking statements include, but are not

limited to, those using words such as "may", "might", "seeks",

"expects", "anticipates", "estimates", "believes", "projects", "plans",

strategy", "forecast" and similar expressions. These statements reflect

management's expectations and assumptions in light of currently

available information. They are subject to a number of risks and

uncertainties, including, but not limited to, (i) changes in the

economic, regulatory and political environments in the countries where

NMG operates; (ii) changes relating to the geological information

available in respect of the various projects undertaken; (iii) NMG's

continued ability to secure enough financing to carry on its operations

as a going concern; (iv) the success of its potential joint ventures and

alliances, if any; (v) metal prices, particularly as regards nickel. In

the light of the many risks and uncertainties surrounding any mineral

project at an early stage of its development, the actual results could

differ materially from those presented and forecast in this document.

NMG assumes no unconditional obligation to immediately update any such

statements and/or forecasts.