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Saga Pure — Share Issue/Capital Change 2010
Nov 19, 2010
3730_dva_2010-11-19_9d3f2d56-5810-46aa-a0d9-412b7f9e8d77.html
Share Issue/Capital Change
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COMPLETED PRE-PLACEMENT
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN
WHOLE OR IN PART DIRECTLY OR INDIRECTLY, IN
AUSTRALIA, CANADA, HONG KONG, JAPAN OR THE
UNITED STATES.
SAGA - COMPLETED PRE-PLACEMENT
Oslo, 19 November 2010
Reference is made to the stock exchange notice issued
earlier today (19 November 2010) regarding a
contemplated pre-placement of new shares. Saga
Tankers ASA ("SAGA" or the "Company") has now
completed the placement for a total of 7,888,850 new
shares, representing close to 10% of the registered
share capital. The subscription price was NOK 7.10
per share, giving gross proceeds of approximately NOK
56 million.
Pareto Securities AS acted as Manager and Bookrunner
in the transaction.
Net proceed will be applied towards general corporate
purposes and strengthening of SAGA's balance sheet.
Completion of the private placement will be
conditional upon approval of the required share
capital increase by the Extraordinary General Meeting
of SAGA scheduled to be held on or around 13 December
2010. A notice of the Meeting will shortly be sent
to the shareholders of SAGA. The new shares to be
issued in the private placement will not be tradeable
until the share capital increase has been approved
and the subsequent registration of the share capital
increase in the Norwegian Register of Business
Enterprises (Foretaksregisteret) has taken place.
Such registration is expected to take place on or
around 14 December 2010.
For further information, please contact:
Jon Christian Syvertsen, CEO
Fredrik Platou, CFO
+47 23 11 82 70
www.sagatankers.no
*********
The shares to be offered have not been and will not
be registered under the U.S. Securities Act of 1933,
as amended (the `U.S. Securities Act`), or any state
securities laws, and will be offered within the
United States only to qualified institutional buyers
(`QIB`), as defined in Rule 144A under the U.S.
Securities Act (`Rule 144A`), in reliance upon the
exemption from the registration requirements
provided by section 4(2) of the U.S. Securities Act
Rule 144A, and to certain non-U.S. persons in
offshore transactions in reliance on Regulation S
under the U.S. Securities Act. The shares to be
offered will be subject to certain restrictions on
transfer. This press release shall not constitute an
offer to sell or the solicitation of an offer to buy
nor shall there be any sale of the securities in any
State in which such offer, solicitation or sale would
be unlawful. The Company does not intend to register
any portion of the offering of the securities in
the United States or to conduct a public offering
of the securities in the United States. Copies of
this announcement are not being made and may not be
distributed or sent into the United States,
Australia, Canada, Hong Kong or Japan.
In any EEA Member State that has implemented
Directive 2003/71/EC (together with any applicable
implementing measures in any member State,
the "Prospectus Directive"), this communication is
only addressed to and is only directed at qualified
investors in that Member State within the meaning of
the Prospectus Directive.
This announcement is only directed at (a) persons who
are outside the United Kingdom; or (b) investment
professionals within the meaning of Article 19 of the
Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005 (the "Order"); or (c) persons
falling within Article 49(2)(a) to (d) of the Order;
or (d) persons to whom any invitation or inducement
to engage in investment activity can be communicated
in circumstances where Section 21(1) of the Financial
Services and Markets Act 2000 does not apply.
Certain statements included within this announcement
contain forward-looking information, including,
without limitation, those relating to (a) forecasts,
projections and estimates, (b) statements of
management's plans, objectives and strategies for
SAGA, such as planned expansions, investments or
other projects, (c) targeted production volumes and
costs, capacities or rates, start-up costs, cost
reductions and profit objectives, (d) various
expectations about future developments in SAGA's
markets, particularly prices, supply and demand and
competition, (e) results of operations, (f) margins,
(g) growth rates, (h) risk management, as well as (i)
statements preceded
by "expected", "scheduled", "targeted", "planned", "pr
oposed", "intended" or similar statements.
Although we believe that the expectations reflected
in such forward-looking statements are reasonable,
these forward-looking statements are based on a
number of assumptions and forecasts that, by their
nature, involve risk and uncertainty. Various
factors could cause our actual results to differ
materially from those projected in a forward-looking
statement or affect the extent to which a particular
projection is realized.
No assurance can be given that such expectations will
prove to have been correct. SAGA disclaims any
obligation to update or revise any forward-looking
statements, whether as a result of new information,
future events or otherwise.