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Grieg Seafood — Share Issue/Capital Change 2020
Apr 14, 2020
3612_iss_2020-04-14_177f527f-1e18-4cfb-a50a-51f326fc571d.html
Share Issue/Capital Change
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Grieg Seafood ASA: Status acquisition of Grieg Newfoundland AS and directed private placement
Grieg Seafood ASA: Status acquisition of Grieg Newfoundland AS and directed private placement
Reference is made to the stock exchange announcement from Grieg Seafood ASA (the
"Company") released on 7 February 2020 regarding the acquisition of Grieg
Newfoundland AS (the "Transaction") as well as to the stock exchange
announcement from the Company released on 27 March 2020 regarding a direct
private placement in connection with the Transaction and 31 March 2020 pursuant
to which the parties have agreed to prolong the long stop date for the
Transaction by 14 calendar days due to the delay of certain confirmations.
These confirmations have now been obtained and the parties have agreed to
complete the Transaction on Wednesday, 15 April 2020. The up-front payment is
based on an enterprise value of Grieg Newfoundland AS of NOK 539.1 million. NOK
250 million of the up-front payment will be settled through issuance of new
shares in the Company to the sellers of Grieg Newfoundland AS. The remaining
part of the up-front payment will be settled in cash.
As the subscription period of the prior concluded private placement has expired
due to the prolongation of the long stop date, the board of the Company has on
14 April 2020 repeated its resolution to complete a directed private placement
by issuing 1,785,042 new shares (the "New Shares") in the Company to Grieg Aqua
AS, Kvasshøgdi AS, Knut Skeidsvoll and 10546569 Canada Inc (the "Private
Placement") as part of consideration for the shares in Grieg Newfoundland AS.
The subscription price for each New Share will be NOK 140.052727, equalling the
volume weighted average closing price of the shares in the Company over the
three days prior to signing the share purchase agreements, and corresponding to
a total contribution in kind of NOK 250,000,000. The New Shares shall be
subscribed on completion of the Transaction.
The completion of the Private Placement is subject to (i) completion of the
acquisition of Grieg Newfoundland AS, (ii) subscription of the New Shares by
Grieg Aqua AS, Kvasshøgdi AS, Knut Skeidsvoll and 10546569 Canada Inc, and (iii)
registration of the increased equity of the Company pertaining to the Private
Placement with the Norwegian Register of Business Enterprises and the Norwegian
Central Securities Depositary (VPS).
The New Shares will be tradeable after the conditions of the Private Placement
set out above have been fulfilled.
The Company has retained DNB Markets, a part of DNB Bank ASA, Nordea Bank Abp,
filial i Norge and SpareBank 1 Markets AS to advise on and effectuate the
Private Placement.
For more information, contact:
Andreas Kvame, CEO, Grieg Seafood ASA
+47 90 77 14 41
Atle Harald Sandtorv, CFO, Grieg Seafood ASA
+47 90 84 52 52
About Grieg Seafood
Grieg Seafood ASA is one of the world's leading salmon farmers, specializing in
Atlantic salmon. The Group has a production target of 100 000 tonnes gutted
weight in 2020. Our farming facilities are in Finnmark and Rogaland in Norway,
British Columbia in Canada and Shetland in the UK. 861 people are employed by
the Group at year end 2019.
Grieg Seafood ASA was listed at the Oslo Stock Exchange in June 2007. Our
headquarters are situated in Bergen, Norway. The business development of Grieg
Seafood ASA focuses on profitable growth, sustainable use of the ocean and being
the preferred supplier to selected customers. To learn more, please visit
www.griegseafood.com (http://www.griegseafood.com).
This information is subject to the disclosure requirements pursuant to Section
5-12 the Norwegian Securities Trading Act