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Nordic Mining ASA — Capital/Financing Update 2015
Oct 12, 2015
3678_iss_2015-10-12_ba7c97cb-6144-4902-a977-2b783a55d0e7.html
Capital/Financing Update
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Approved Prospectus and start of subscription period
Approved Prospectus and start of subscription period
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN UNITED STATES, CANADA, JAPAN, AUSTRALIA OR SINGAPORE
Prospectus in connection with the rights issue (the "Rights Issue") in Nordic
Mining ASA ("Nordic Mining" or the "Company") has been approved by the Financial
Supervisory Authority of Norway. The subscription period for the Rights Issue
starts today, 12 October 2015.
Approved prospectus
The Financial Supervisory Authority of Norway has reviewed and approved the
Company's Prospectus regarding the Rights Issue of up to 77,000,000 new shares
(the "Offer Shares") at a subscription price of NOK 0.45 per Offer Share, with
Subscription Rights for shareholders as of the end of 5 October 2015 (as
registered in the Norwegian Central Securities Depository ("VPS") on 7 October
2015) who are not resident in a jurisdiction where such offering would be
unlawful, or for jurisdictions other than Norway which would require any filing,
registration or similar action (the "Eligible Shareholders").
Nordic Mining will today publish the Prospectus in connection with the Rights
Issue, the terms and conditions for which were announced on 6 October 2015. The
Prospectus together with the subscription form will be available at
www.nordicmining.com and at www.swedbank.no, and will also be available free of
charge at the business offices of Nordic Mining and Swedbank. Swedbank has been
appointed Manager and Kvale Advokatfirma is legal advisor for the Rights Issue.
Subscription price
The subscription price in the Rights Issue is NOK 0.45 per Offer Share. The last
closing price for the Nordic Mining share prior to announcement of the
transaction on 6 October 2015 was NOK 0.73. The theoretical ex-rights price
("TERP"), which takes into account the implicit dilution of the transaction, was
NOK 0.67. The subscription price discount to TERP is 33%. Consequently, the
Subscription Rights are expected to have an economical value.
Subscription Rights
Each Eligible Shareholder has received 0.2495909 Subscription Rights for every
one (1) share held based on their shareholding at the end of 5 October 2015, as
registered in the VPS on 7 October 2015. The number of Subscription Rights
issued to each Eligible Shareholder has been rounded down to the nearest whole
Subscription Right.
The holders of Subscription Rights will be entitled to subscribe for and be
allocated one (1) Offer Share for every (1) Subscription Right held. Over
-subscription is permitted.
Subscription Rights transferred to shareholders registered in the VPS will be
fully tradable and listed on Oslo Axess with ticker code "NOM S" and registered
in VPS with ISIN NO 0010747124. The trading period for the Subscription Rights
starts today, 12 October 2015.
Offer Shares that are not subscribed for by holders of Subscription Rights may
be subscribed by other investors.
Offer Shares may be subscribed by investors who are not resident in a
jurisdiction where such offering would be unlawful, or for jurisdictions other
than Norway which would require any filing, registration or similar action.
Regarding further restrictions in respect of who may be allocated or permitted
to acquire or exercise Subscription Rights/subscribe for Offer Shares, reference
is made to Section 5.16 "Selling Restrictions and restrictions on distribution
of Subscription Rights" in the Prospectus.
Subscription period for Offer Shares
From and including 12 October 2015 to 26 October 2015 at 16:30 CET.
Trading in Subscription Rights
From and including 12 October 2015 to 22 October 2015 at 16:30 CET. Please note
that Subscription Rights that are not used to subscribe for Offer Shares before
the end of the subscription period 26 October 2015 at 16:30 CET, or not sold
before 22 October 2015 at 16:30 CET, will lapse without compensation and
consequently be of no value.
Payment, delivery and trading of the Offer Shares
Due date for payment of the Offer Shares is 2 November 2015. The Offer Shares
will carry right to dividends as from the date of registration of the Offer
Shares with the Norwegian Register of Business Enterprises and will be delivered
through the facilities of the VPS. Trading in Offer Shares on Oslo Axess is
expected to commence on or about 5 November 2015.
Other information
In connection with the Rights Issue, Nordic Mining would like to invite to lunch
presentations on Tuesday 20 October at 12:00 CET at Swedbank, Filipstad Brygge
1, 8th floor in Oslo. Kindly register at [email protected].
For further information please contact CFO Lars K. Grøndahl, telephone +47 901
60 941.
Oslo, 12 October 2015
Nordic Mining ASA
Nordic Mining ASA (www.nordicmining.com)
Nordic Mining ASA ("Nordic Mining" or "the Company") is a resource company with
focus on high-end industrial minerals and metals in Norway and internationally.
The Company's project portfolio is of high international standard and holds a
significant economic potential. The Company's assets are in the Nordic region.
Through the subsidiary Nordic Rutile AS Nordic Mining is undertaking large-scale
project development at Engebø in Sogn and Fjordane where the Company has rights
to a substantial eclogite deposit with rutile and garnet. Permits for the
project were granted by the Norwegian government in April 2015. Nordic Mining
has rights for exploration and production of high-purity quartz in Kvinnherad in
Hordaland and develops the project through its subsidiary Nordic Quartz AS.
Nordic Mining's associated company Keliber Oy in Finland plans to start mining
of lithium bearing spodumene and production of lithium carbonate. Nordic Mining
holds exploration rights on the Øksfjord Peninsula in Troms and Finnmark, where
the Company has discovered a prospective area of sulphide mineralisation.
Through the subsidiary Nordic Ocean Resources AS, Nordic Mining is exploring
opportunities related to seabed mineral resources.
Nordic Mining is listed on Oslo Axess.