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Himalaya Shipping

Share Issue/Capital Change Dec 13, 2023

8159_iss_2023-12-13_2a525fcf-cabb-4733-98ba-31e172c2c0f4.html

Share Issue/Capital Change

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Himalaya Shipping Ltd. (HSHP) - Completion and Pricing of Private Placement

Himalaya Shipping Ltd. (HSHP) - Completion and Pricing of Private Placement

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR

INDIRECTLY, IN OR INTO AUSTRALIA, CANADA, JAPAN, HONG KONG, THE UNITED STATES OR

ANY OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD

BE UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO BUY, SELL OR

SUBSCRIBE FOR ANY SECURITIES DESCRIBED HEREIN.

Hamilton, Bermuda, 13 December 2023

Himalaya Shipping Ltd. (NYSE and Euronext Expand: HSHP) (the "Company") refers

to the announcement of 12 December 2023 in relation to the contemplated private

placement (the "Private Placement") of the NOK equivalent of USD 17.5 million in

new shares, each with a par value of USD 1.00.

The Company is pleased to announce that it has raised 3,117,143 new shares (the

"Offer Shares") in the Private Placement each at a subscription price of NOK 62

(the "Offer Price"), raising approximately USD 17,500,000 in gross proceeds,

subject to the satisfaction of the Conditions (as defined below). The Private

Placement was significantly oversubscribed.

The completion of the Private Placement is subject to the issuance of the Offer

Shares in Euronext Securities Oslo ("Euronext VPS") having taken place (the

"Conditions").

The issue and allocation of Offer Shares have today been resolved by the

Company's board of directors (the "Board"). The date for settlement of the Offer

Shares allocated in the Private Placement is expected to be on or about 15

December 2023 through a delivery versus payment settlement ("DVP"). The Offer

Shares are expected to be pre-paid by the Managers, pursuant to a pre-payment

arrangement, to facilitate prompt issuance of the Offer Shares. The Offer Shares

will upon delivery be recorded in Euronext VPS. No Offer Shares will be offered

or sold to the public in the United States or in transactions on the NYSE. The

Company may, in its own discretion, change the date for settlement at any time

and for any reason.

The Company has considered the Private Placement in light of the equal treatment

obligations under the Norwegian Securities Trading Act and the rules on equal

treatment under Oslo Rule Book II for companies listed on the Oslo Stock

Exchange and the Oslo Stock Exchange's Guidelines on the rule of equal

treatment, and the Board is of the opinion that the contemplated transaction is

in compliance with these requirements and guidelines. The Board has concluded

that offering of new shares in a private placement, on a price equal to the

prevailing market price, and with limited dilution, at this time to be in the

common interest of the Company and its shareholders.

Clarksons Securities AS and Arctic Securities AS act as joint managers and

bookrunners in connection with the Private Placement (the "Managers"). Ro

Sommernes advokatfirma DA is acting as legal advisor to the Company in

connection with the Private Placement.

This information is considered to be inside information pursuant to the EU

Market Abuse Regulation and subject to the disclosure requirements pursuant to

section 5-12 of the Norwegian Securities Trading Act. This stock exchange notice

was published by Herman Billung, Contracted CEO, on the date and time as set out

in the release.

About Himalaya Shipping Ltd.: Himalaya Shipping Ltd. is an independent bulk

carrier company, incorporated in Bermuda. Himalaya Shipping has six vessels in

operation and six Newcastlemax dry bulk vessels under construction at New Times

Shipyard in China. The six vessels under construction are expected to be

delivered by July 2024.

Important note: This announcement is not being made in or into Canada,

Australia, Japan, Hong Kong or in any other jurisdiction where it would be

prohibited by applicable law. This distribution is for information purposes only

and does not constitute or form part of an offer or solicitation of an offer to

purchase or subscribe for securities in the United States ("U.S.") or in any

jurisdiction in which, or to any persons to whom, such offering, solicitation or

sale would be unlawful prior to registration or qualification under the

securities laws of any jurisdiction. The securities referred to herein have not

been and will not be registered under the U.S. Securities Act of 1933 (the "U.S.

Securities Act") or applicable state securities laws and may not be offered or

sold in the United States or to U.S. persons unless such securities are

registered under the U.S. Securities Act, or an exemption or exclusion from the

registration requirements of the U.S. Securities Act is available.

Forward looking statements: This announcement includes forward-looking

statements within the meaning of Section 21E of the Securities Exchange Act of

1934, including a potential issuance of Offer Shares, the conditions to the

Private Placement, expected timing of the Private Placement, settlement,

prefunding agreement, and other statements relating to the Private Placement,

and other non-historical statements. These forward-looking statements are

subject to numerous risks, uncertainties, and assumptions, including risks

relating to the contemplated Private Placement, including conditions to

completion of the Private Placement, risks related to the Private Placement,

risk related to potential dividend payment, and other risks included in our

filings with the Securities and Exchange Commission including those set forth

under "Risk Factors" in our Registration Statement on Form F-1/A filed with the

U.S. Securities and Exchange Commission, and in prospectus filed with the

Norwegian Financial Supervisory Authority (FSA). Forward-looking statements

reflect knowledge and information available at, and speak only as of, the date

they are made. Except as required by law, the Company undertakes no obligation

to update or revise publicly any forward-looking statements, whether because of

new information, future events or otherwise, after the date hereof or to reflect

the occurrence of unanticipated events. Readers are cautioned not to place undue

reliance on such forward-looking statements.

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