Reference is made to the stock exchange notice released by Belships ASA on 9 March 2021 regarding a contemplated private placement (the “Private Placement”) of up to 20 million new shares in the Company. The Private Placement took place through an accelerated bookbuilding process after close of market today, on 9 March 2021.
The Company is pleased to announce that the Private Placement has been successfully completed and that it has raised NOK 140 million (equivalent to approx. USD 17 million) through the allocation of 20,000,000 shares (the “Offer Shares“) at a subscription price of NOK 7.00 per share. The allocation and completion of the Private Placement has been resolved by the Company’s Board of Directors pursuant to an authorisation granted by the Company’s general meeting held 14 May 2020.
Arctic Securities AS and Pareto Securities AS (the “Managers“) acted as Joint Lead Managers and Bookrunners for the Private Placement. The book was composed of high quality private and institutional investors. Through the completion of the Private Placement, the company has successfully expanded its shareholder base and increased the tradeable free float of the Belships share.
“We are pleased to have concluded another important transaction with the aim of further expansion. We see lots of potential for our company and we will continue to execute on our growth strategy which we believe will lead to increased profitability,” said Belships’ CEO, Lars Christian Skarsgård.
The Offer Shares allocated in the Private Placement will be delivered on or about 12 March 2021 on a DVP (Delivery versus Payment) basis. Subscribers will receive existing and unencumbered shares in the Company already listed on the OSE pursuant to a share lending agreement between the Company, Arctic Securities AS (in its capacity as settlement manager), and Kontrari AS, and the shares will be tradeable upon allocation. The shares borrowed for settlement of the Private Placement will be redelivered to the share lenders in the form of new shares in the Company and will be listed on the Oslo Stock Exchange following registration of the share capital increase in the Norwegian Register of Business Enterprises.
The subscription by the following persons in the Private Placement is regarded as PDMR trades under the Market Abuse Regulation (EU) No 596/2014 (“MAR“):
Detailed information on the PDMR trades will be disclosed separately.
Following registration of the of the new share capital pertaining to the Private Placement, the company will have 248,175,404 shares outstanding, each with a par value of NOK 2.
Completion of the Private Placement entails a deviation from the existing shareholders’ pre-emptive rights to subscribe for and be allocated new shares and the equal treatment obligations under the Norwegian Securities Trading Act and Oslo Børs’ Circular no. 2/2014, and the Board is of the opinion that the proposed Private Placement is in compliance with these requirements. The Board has carefully considered such deviation and has resolved that the Private Placement is in the best interests of the Company and its shareholders. In reaching this conclusion the board of directors has, inter alia, considered the implications of an underwritten rights issue, alternative financing sources, the dilutive effect of the share issue, the prevailing market conditions, the investor interest in the transaction and development of the Company enabled by securing the new equity. The Board also notes that the Private Placement has been publicly announced, and the equity is raised with a significantly lower completion risks compared to a rights issue.
No subsequent offering is contemplated as a consequence of this Private Placement.
For further information, please contact:
Lars Christian Skarsgård, Belships CEO,
Phone +47 977 68 061 or e-mail LCS@belships.no, or
Osvald Fossholm, Belships CFO
Phone +47 908 87 393 or e-mail firstname.lastname@example.org