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Eidesvik Offshore — Share Issue/Capital Change 2018
Mar 20, 2018
3586_rns_2018-03-20_40bfa88c-1ced-47f7-ab68-fe9f9dc25cfb.html
Share Issue/Capital Change
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Eidesvik Offshore ASA - Allocation to primary insiders
Eidesvik Offshore ASA - Allocation to primary insiders
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN, OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE SECURITIES DESCRIBED HEREIN.
Eidesvik Offshore ASA - Allocation to primary insiders
Bømlo, 20 March 2018
Eidesvik Offshore ASA (the "Company") refers to the Company's general meeting resolution regarding a subsequent offering of up to 6,000,000 additional new shares at NOK 5 per share (the "Subsequent Offering") and the Company's stock exchange announcement dated 19 March 2018 regarding the result of the Subsequent Offering.
The following primary insiders and/or closely related parties to the primary insiders of the Company have been allocated shares in the Subsequent Offering:
CEO, Jan Fredrik Meling, has been allocated 205,244 shares at a subscription price of NOK 5, and will thus own 335,244 shares in the Company
A closely related party of COO Jan Lodden has been allocated 101,000 shares at a subscription price of NOK 5. COO, Jan Lodden, has been allocated 2,000 shares at a subscription price of NOK 5. Jan Lodden, together with his close associates, will thus own 147,842 shares in the Company
JES Invest AS, a company related to board member John Egil Stangeland, has been allocated 20,000 shares at a subscription price of NOK 5, and JES Invest AS will thus own 30,000 shares in the Company
The chairperson of the board, Kolbein Kåre Rege, has personally and through his holding company Nieblok Invest AS been allocated 101,000 shares at a subscription price of NOK 5, and will thus, together with his close associates, own 136,450 shares in the Company
All acquisitions have been made on the terms set out in the prospectus dated 2 March 2018.
Important Notice
The contents of this announcement have been prepared by, and are the sole responsibility of, the Company. The Company's financial advisor is 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 its respective clients, or for advice in relation to the Private Placement or the Subsequent Offering, the contents of this announcement or any of the matters referred to herein. The Private Placement and the Subsequent Offering and the distribution of this announcement and other information in connection with the Private Placement and the Subsequent Offering may be restricted by law in certain jurisdictions. The Company assumes no responsibility in the event there is a violation by any person of such restrictions. Persons into whose possession this announcement or such other information should come are required to inform themselves about, and to observe, any such restrictions. This announcement may not be used for, or in connection with, and does not constitute, any offer of securities for sale in the United States or in any other jurisdiction.
The Private Placement and the Subsequent Offering has not been made in any jurisdiction or in any circumstances in which such offer or solicitation would be unlawful. This announcement is not for distribution, directly or indirectly in or into any jurisdiction in which it is unlawful to make any such offer or solicitation to such person or where prior registration or approval is required for that purpose. No steps have been taken or will be taken relating to the Private Placement or the Subsequent Offering in any jurisdiction in which such steps would be required. Neither the publication and/or delivery of this announcement shall under any circumstances imply that there has been no change in the affairs of the Company or that the information contained herein is correct as of any date subsequent to the earlier of the date hereof and any earlier specified date with respect to such information.
This announcement is not for publication or distribution, directly or indirectly, in the United States (including its territories and possessions, any state of the United States and the District of Columbia). This announcement does not constitute or form part of any offer or solicitation to purchase or subscribe for securities in the United States. Securities may not be offered or sold in the United States absent registration or an exemption from registration. The shares to be issued in the Private Placement and the Subsequent Offering have not been and will not be registered under the United States Securities Act of 1933, as amended (the "US Securities Act") or with any securities regulatory authority of any state or other jurisdiction of the United States, and may not be offered or sold in the United States or to, or for the account of, U.S. persons (as such term is defined in Regulation S under the US Securities Act). All offers and sales outside the United States will be made in reliance on Regulation S under the US Securities Act. There will be no public offer of securities in the United States.
This announcement does not constitute an offering circular or prospectus in connection with an offering of securities of the Company. Investors must neither accept any offer for, nor acquire, any securities to which this document refers, unless they do so on the basis of the information contained in the investor material made available by the Company only to qualified persons in certain jurisdictions where an offer may be made (if an offer is made). This announcement does not constitute an offer to sell or the solicitation of an offer to buy or subscribe for, any securities and cannot be relied on for any investment contract or decision.
This information is subject to the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act.