EID: Completed bookbuilding for Private Placement in Eidsiva Rederi ASA
(Thomson Reuters ONE) -
Reference is made to the stock exchange notice dated 18 June 2010 regarding the
contemplated share issue in Eidsiva Rederi ASA ("Eidsiva"), the stock exchange
notice dated 16 June 2010 regarding the Business Combination Agreement between
Eidsiva and Dyvi Shipping AS and the notice of an Extraordinary General Meeting
(EGM) to be held on 13 July 2010, published on 22 June 2010 (the "EGM Notice").
With reference to the EGM Notice, the Board of Directors of Eidsiva has on the
basis of the results of the private placement (the "Private Placement"),
conditionally resolved to allocate a total of 55,600,000 new shares at a price
of NOK 3.50 per share, representing gross proceeds of NOK 194,600,000, proposed
as agenda item 7 in the EGM Notice. The subscription price was determined
through a bookbuilding process conducted by ABG Sundal Collier Norge ASA and RS
Platou Markets AS as managers for the Private Placement (the "Managers").
The proceeds of the Private Placement will be used to fund vessel
acquisitions/consolidation and for general working capital purposes for the
combined company. The subscribers will be notified of their conditional
allocation today.
The new shares to be issued in the Private Placement will not be issued or be
tradable until (i) the business combination of Eidsiva and Dyvi Shipping AS is
closed; (ii) the share capital increase has been resolved by the EGM; (iii) the
shares have been fully paid; (iv) the share capital increase has been registered
in the Norwegian Register of Business Enterprises; and (v) a listing prospectus
has been approved and published.
Conditional payment for the new shares to be issued in the Private Placement
shall be made on 7 July 2010.
Eidsiva will, after the closing of the business combination of Eidsiva and Dyvi
Shipping AS and the Private Placement, have 96,971,269 shares outstanding.
As earlier communicated, subject approval by the EGM on 13 July 2010, as per
agenda item 8 in the EGM Notice, to grant authorization to issue new shares in
the repair offering, the Board has resolved to offer up to 3,000,000 new shares
at a price of NOK 3.50 per share directed towards the shareholders as of 25 June
2010 who were not offered to participate in the Private Placement. Completion of
the Subsequent Offering is in addition to the EGM resolution conditional upon
(i) the business combination of Eidsiva and Dyvi Shipping AS is closed, (ii)
completion of the Private Placement and (iii) publishing of an prospectus. As a
consequence, the shares in Eidsiva will be traded without the conditional right
to participate in the Subsequent Offering as of 28 June 2010.
The timing and further conditions for the proposed Subsequent Offering will be
announced after the EGM.
The information in this announcement is subject to the disclosure requirements
of the Norwegian Securities Trading Act section 5-12 and Oslo Børs' continuing
obligations.
For further information, please contact
Lars Solbakken, CEO Eidsiva Rederi ASA, tel +47 91 19 88 44
Important Notices
The contents of this announcement have been prepared by and are the sole
responsibility of Eidsiva. ABG Sundal Collier Norge ASA and RS Platou Markets AS
are acting exclusively for Eidsiva and no one else and will not be responsible
to anyone other than Eidsiva for providing the protections afforded to their
respective clients, or for advice in relation to the contemplated private
placement and possible subsequent offering, the contents of this announcement or
any of the matters referred to herein.
The distribution of this announcement and other information in connection with
the private placement and the possible subsequent offering may be restricted by
law in certain jurisdictions. 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 to sell, or an invitation to
purchase, any securities. The private placement and the possible subsequent
offering will not be made in any jurisdiction or in any circumstances in which
such offer or solicitation would be unlawful.
This announcement is not an offer to sell or the solicitation of any offer to
buy any Eidsiva shares or other securities of Eidsiva (the "Securities") in the
United States or in any other jurisdiction. The Securities have not been, and
will not be, registered under the United States Securities Act of 1933, as
amended (the "Securities Act"), and may not be offered or sold in the United
States unless registered under the Securities Act or under the exemption
provided in Rule 144A or other available exemptions from such registration.
Eidsiva will not make a public offering of Securities in the United States in
connection with the private placement or the possible subsequent offering.
The Eidsiva shares have not been and will not be registered under the applicable
securities laws of Australia, Canada or Japan and may not be offered or sold
within Australia, Canada or Japan.
In the United Kingdom, this announcement is directed only at persons who (i)
have professional experience in matters relating to investments falling within
Article 19(5) of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005 (as amended, the "Financial Promotion Order"), (ii) are
persons falling within Article 49(2)(a) to (d) ("high net worth companies,
unincorporated associations etc") of the Financial Promotion Order, (iii) are
outside the United Kingdom, or (iv) are persons to whom an invitation or
inducement to engage in investment activity (within the meaning of section 21 of
the Financial Services and Markets Act 2000) in connection with the issue or
sale of any securities may otherwise lawfully be communicated or caused to be
communicated. This announcement is directed only at such persons and must not
be acted on or relied on by persons in the United Kingdom who are not such
persons. Any investment or investment activity to which this announcement
relates is available in the United Kingdom only to such persons and will be
engaged in only with such persons and no other persons in the United Kingdom
should rely or act upon this announcement.
All investment is subject to risk. The value of the Eidsiva shares may go down
as well as up. Past performance is no guarantee of future returns. Potential
investors are advised to seek expert financial advice before making any
investment decision.
This information is subject of the disclosure requirements acc. to §5-12 vphl
(Norwegian Securities Trading Act)
[HUG#1427712]
Press release (PDF): http://hugin.info/134919/R/1427712/375332.pdf
This announcement is distributed by Thomson Reuters on behalf of Thomson Reuters clients.
The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and other applicable laws; and
(ii) they are solely responsible for the content, accuracy and originality of the information contained therein.
All reproduction for further distribution is prohibited.
Source: Eidsiva Rederi ASA via Thomson Reuters ONE
Unternehmensinformation / Kurzprofil:
Datum: 28.06.2010 - 10:59 Uhr
Sprache: Deutsch
News-ID 23100
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contact information:
Town:
Oslo
Kategorie:
Business News
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"EID: Completed bookbuilding for Private Placement in Eidsiva Rederi ASA"
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