Completion of the Private Placement has been approved by the Board in accordance with the proxy given at the General Meeting on 21 May 2008 regarding a capital increase of up to 33,000,000 shares with a par value of NOK 1.00.

 

Following the registration of the Private Placement the number of shares outstanding in BWG will be increased from 66,000,000 shares to 94,000,000 shares, each with a nominal value of NOK 1.00.

 

The following primary insiders were allocated shares in the Private Placement:

 

In order to secure fast delivery of shares to the investors, the new shares allocated in the Private Placement will be delivered by way of already existing shares which are made available to the Manager by existing shareholders based on a stock lending agreement between Arctic Securities ASA and Lani Industrier AS.

 

Referring to the announcement dated 12 February 2009; there will be a subsequent repair issue in the amount of up to NOK 40 million at same terms and pricing as in the Private Placement to existing shareholders not being offered to participate in the Private Placement. To the extent the repair issue is not fully subscribed by the existing shareholders, the investors who have subscribed in the Private Placement will be able to participate in the repair issue for the remaining part, with the same proportional allocation as in the Private Placement. Shareholders as of 12 February 2009 will be eligible to participate in the repair issue. The subscription period for the repair issue is expected to be mid March 2009.

 

A listing prospectus will be prepared in connection with the listing of the new shares issued in the Private Placement and the offering of new shares in the subsequent repair issue.

 

For further information, please contact;

 

Lars Nilsen, CEO, phone; +47 23 24 60 00

Arnt Eriksen, CFO, phone; +47 23 24 60 37 / +47 922 14 625

 

 

The contents of this announcement have been prepared by and are the sole responsibility of BWG Homes ASA (BWG). Arctic Securities ASA is acting exclusively for BWG and no one else and will not be responsible to anyone other than BWG 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 BWG shares or other securities of BWG (the Securities) in the United States, nor shall there be any sale of the Securities in any state thereof in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state. The Securities may only be offered and sold in the United States pursuant to an effective registration statement filed with the United States Securities and Exchange Commission or pursuant to an exemption from the registration and prospectus delivery requirements of the United States Securities Act of 1933, as amended.  Any public offering of the Company's securities in the United States will be made only by means of a prospectus that may be obtained from the Company and that will contain detailed information about the Company and management, as well as financial statements and other information relevant to investors

 

The BWG 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 BWG 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.