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Edda Wind AS Share Issue/Capital Change 2021

Dec 23, 2021

3585_rns_2021-12-23_8bbe5896-c464-4902-bfa3-6756ac99a335.pdf

Share Issue/Capital Change

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Edda Wind ASA - End of stabilisation and partial exercise of greenshoe option

NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN, OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.

Haugesund, 23 December 2021: Reference is made to the stock exchange notice issued on 26 November 2021 regarding potential stabilisation activities in respect of the shares in Edda Wind ASA ("Edda Wind" or the "Company"; trading symbol: EWIND, ISIN: NO 001 0998529) in connection with the successful completion of the initial public offering of shares in the Company (the "Offering").

ABG Sundal Collier ASA ("ABG Sundal Collier"), acting as stabilisation manager in connection with the Offering on behalf the Managers (as defined below), hereby gives notice that stabilisation was undertaken in relation to the shares in Edda Wind with a total of 1,577,381 shares purchased as part of the stabilisation. The shares were purchased at an average price of NOK 30.75 and stabilisation activities last occurred on 20 December 2021. For each of the dates of which stabilisation transactions were carried out, information regarding the quantity, price (highest), price (lowest) and weighted average price is found below.

Stabilisation transactions
Date Quantity
(shares)
Price
(lowest)
Price
(highest)
Price
(weighted
average)
Currency Market
place
26.11.2021 0 n.a n.a n.a NOK Oslo Børs
29.11.2021 122,819 30.75 30.75 30.7500 NOK Oslo Børs
30.11.2021 532,476 30.75 30.75 30.7500 NOK Oslo Børs
01.12.2021 0 n.a n.a n.a NOK Oslo Børs
02.12.2021 0 n.a n.a n.a NOK Oslo Børs
03.12.2021 0 n.a n.a n.a NOK Oslo Børs
06.12.2021 0 n.a n.a n.a NOK Oslo Børs
07.12.2021 0 n.a n.a n.a NOK Oslo Børs
08.12.2021 39,043 30.75 30.75 30.7500 NOK Oslo Børs
09.12.2021 56,466 30.75 30.75 30.7500 NOK Oslo Børs
10.12.2021 581,504 30.75 30.75 30.7500 NOK Oslo Børs
13.12.2021 126,054 30.75 30.75 30.7500 NOK Oslo Børs
14.12.2021 10,257 30.75 30.75 30.7500 NOK Oslo Børs
15.12.2021 0 n.a n.a n.a NOK Oslo Børs
16.12.2021 0 n.a n.a n.a NOK Oslo Børs
17.12.2021 23,643 30.75 30.75 30.7500 NOK Oslo Børs
20.12.2021 85,119 30.75 30.75 30.7500 NOK Oslo Børs
21.12.2021 0 n.a n.a n.a NOK Oslo Børs
22.12.2021 0 n.a n.a n.a NOK Oslo Børs
23.12.2021 0 n.a n.a n.a NOK Oslo Børs
Appendix:

An overview of all stabilisation transactions that have been carried out during the abovementioned time period is found as an appendix available at www.newsweb.no.

ABG Sundal Collier will redeliver the 1,577,381 shares purchased through stabilisation transactions to Østensjø Wind AS ("Østensjø") and Wilhelmsen New Energy AS ("Wilhelmsen") in accordance with the terms in a share lending agreement between the parties. In order to permit the redelivery of the remaining 2,712,862 shares of the 4,290,243 shares in the Company which were borrowed from Østensjø and Wilhelmsen and over-allotted in the Offering, ABG Sundal Collier has exercised its option to subscribe for 2,712,862 new shares in the Company at the offer price of NOK 30.75 per share, equal to the final offer price in the Offering. After the issuance of the new shares, the number of shares outstanding in the Company will be 64,314,488 shares, each with a par value of NOK 0.1.

ABG Sundal Collier ASA and DNB Markets, a part of DNB Bank ASA, are acting jointly as joint global coordinators and joint bookrunners (collectively, the "Joint Global Coordinators") in the Offering. Clarksons Platou Securities AS is acting as joint bookrunner together with the Joint Global Coordinators (collectively, the "Managers"). Advokatfirmaet BAHR AS is acting as legal advisor to the Company. Advokatfirmaet Wiersholm AS is acting as legal advisor to the Managers.

For further information, please contact: ABG Sundal Collier ASA Magnus Kvinge Tel: +47 22 01 60 00

IMPORTANT INFORMATION:

This information does not constitute or form a part of any offer of securities for sale or a solicitation of an offer to purchase securities of the Company in the United States or any other jurisdiction. The securities of the Company may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"). The securities of the Company have not been, and will not be, registered under the U.S. Securities Act. Any sale in the United States of the securities mentioned in this communication will be made solely to "qualified institutional buyers" as defined in Rule 144A under the U.S. Securities Act. No public offering of the securities will be made in the United States.

In any EEA member state, other than Norway, this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of the EU Prospectus Regulation, i.e., only to investors who can receive the offer without an approved prospectus in such EEA member state. The expression "EU Prospectus Regulation" means Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 (together with any applicable implementing measures in any EEA member state).

In the United Kingdom, this communication is only addressed to and is only directed at Qualified Investors who (i) are 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) are persons falling within Article 49(2)(a) to (d) of the Order (high net worth companies, unincorporated associations, etc.) (all such persons together being referred to as "Relevant Persons"). These materials are directed only at Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this announcement relates is available only to 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 "anticipate", "believe", "continue", "estimate", "expect", "intends", "may", "should", "will" 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 believes 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 its control. 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 information, opinions and forwardlooking statements contained in this announcement speak only as at its date, and are subject to change without notice.

This announcement is made by, and is the responsibility of, the Company. The Managers are acting exclusively for the Company and no one else and will not be responsible to anyone other than the Company for providing the protections afforded to their respective clients, or for advice in relation to the contents of this announcement or any of the matters referred to herein.

Neither the Managers nor any of their respective 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. Neither the Managers nor any of their respective affiliates accepts any liability arising from the use of this announcement.

Each of the Company, the Managers and their respective affiliates expressly disclaims any obligation or undertaking to update, review or revise any statement contained in this announcement whether as a result of new information, future developments or otherwise.

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.