Hexagon Purus AS (the “Company” or “Hexagon Purus” or “Purus”) has engaged Carnegie AS and Skandinaviska Enskilda Banken AB (publ) as Joint Bookrunners (together the “Managers”) to advise on and effect a contemplated private placement of new shares in the Company to raise proceeds of up to NOK 750 million (the “Private Placement”), corresponding to approx. 13.6-15% of the current share capital in the Company, depending on the final price in the Private Placement.
The net proceeds from the Private Placement will be used for growth initiatives and for general corporate purposes.
The price per share in the Private Placement will be determined through a book building process, limited to the range between NOK 24.8 and NOK 27.3, equivalent to a pre-money equity value of the Company of NOK 5.0-5.5 billion. The final offer price will be determined by the Board in consultation with the Managers.
Three cornerstone investors have, subject to certain customary conditions, undertaken to subscribe for and will be allocated shares throughout the entire price range in the Private Placement for a total amount of NOK 190 million: i) Handelsbanken Fonder (NOK 75 million), ii) Delphi Funds (NOK 65 million) and iii) Storebrand Asset Management (NOK 50 million).
The bookbuilding period in the Private Placement will commence today, 2 December at 09:00 CET and close on 3 December at 16:30 CET. The Managers and the Company may, however, at any time resolve to close or extend the bookbuilding period. If the bookbuilding period is shortened or extended, any other dates referred to herein may be amended accordingly.
The Company has applied for, and will, subject to successful completion of the Private Placement and the necessary approvals from the Oslo Stock Exchange, have its shares admitted to trading on Euronext Growth Oslo, a multilateral trading facility operated by the Oslo Stock Exchange. The first day of trading on Euronext Growth Oslo is expected to be shortly after completion of the Private Placement and is currently expected to be on or about 14 December. Hexagon Purus intends to change listing venue from Euronext Growth Oslo to the main list of the Oslo Stock Exchange within 12-18 months, subject to the fulfilment of relevant requirements.
The Private Placement will be directed towards Norwegian and international investors, in each case subject to an exemption being available from offer prospectus requirements and any other filing or registration requirements in the applicable jurisdictions and subject to other selling restrictions. The minimum application and allocation amount have been set to the NOK equivalent of EUR 100,000. The Company may, however, at its sole discretion, allocate an amount below EUR 100,000 to the extent applicable exemptions from the prospectus requirement pursuant to the Norwegian Securities Trading Act and ancillary regulations are available.
Completion of the Private Placement is subject to (i) all necessary corporate resolutions for consummating the Private Placement being validly made by the Company, including without limitation relevant approvals and resolutions by the Board of Directors and the Company’s general meeting and (ii) the Offer Shares having been validly issued (by registration of the share capital increase pertaining to the issuance of the Offer Shares in the Norwegian Register of Business Enterprises) and delivered in the VPS.
Hexagon Purus in brief
Hexagon Purus, a Hexagon Composites company, is a world leading provider of hydrogen type 4 high-pressure cylinders, battery packs and vehicle systems integration for fuel cell electric and battery electric vehicles. Hexagon Purus enables zero emission solutions for light, medium and heavy-duty vehicles, buses, ground storage, distribution, marine, rail, aerospace and backup power solutions.
Advisors
Carnegie AS and Skandinaviska Enskilda Banken AB (publ) are acting as financial advisors and Joint Bookrunners in connection with the private placement and listing. Advokatfirmaet Schjødt AS is acting as the Company’s legal advisor. Advokatfirmaet Thommessen AS is acting as legal advisor to the Managers.
For more information, please contact:
Morten Holum, CEO, Hexagon Purus
Telephone: +47 995 09 930 | morten.holum@hexagongroup.com
David Bandele, CFO, Hexagon Composites
Telephone: +47 920 91 483 | david.bandele@hexagongroup.com
Karen Romer, SVP, Hexagon Composites
Telephone: +47 950 74 950 | karen.romer@hexagongroup.com