Badger Explorer ASA – Preliminary results of Subsequent Offering II
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN OR THE UNITED STATES
Reference is made to the stock exchange releases from Badger Explorer ASA ("BXPL" or the "Company") published 15th February 2017 regarding the commencement of the subscription period for the subsequent offering (the "Subsequent Offering II") of up to 80,000,000 new shares (the "Offer II Shares") in the Company.
The subscription period in the Subsequent Offering II expired at 16:30 hours (CET) yesterday, 20th March 2017. The preliminary results show that a total of 61.7 million shares were subscribed for.
The Board of Directors will resolve the allocation of the Offer II Shares on 23rd March 2017 according to the allocation principles set out in the prospectus dated 14th February 2017. The delayed allocation date is in accordance with the updated timeline relating to the publication of the Supplemental Prospectus.
The Company expects that the Offer II Shares will be issued on or about 30th March 2017 and admitted to trading on 31st March 2017.
ABG Sundal Collier acted as Manager for the Subsequent Offering II.
The release is not for publication or distribution, in whole or in part directly or indirectly, in or into Australia, Canada, Japan or the United States (including its territories and possessions, any state of the United States and the District of Columbia).
This release is an announcement issued pursuant to legal information obligations, and is subject of the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act. It is issued for information purposes only, and does not constitute or form part of any offer or solicitation to purchase or subscribe for securities, in the United States or in any other jurisdiction. The securities mentioned herein have not been, and will not be registered under the United States Act of 1933, as amended (the "Securities Act"). The Securities may not be offered or sold in United States except pursuant to an exemption from the registration requirements of the Securities Act. 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 United States. Copies of this announcement are not being made and may not be distributed or sent into Australia, Canada, Japan or the United States. The subscription or purchase of shares in the Company is subject to specific legal or regulatory restrictions in certain jurisdictions. Neither the Company nor the Managers assumes any responsibility in the event there is a violation by any person of such restrictions.
The distribution of this release may in certain jurisdictions be restricted by law. Persons into whose possession this release comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute violation of the securities laws of any such jurisdiction. The Managers are acting for the Company and no one else in connection with the Subsequent Offering and will not be responsible to anyone other than the Company for providing the protections afforded to their respective clients or for providing advice in relation to any other matter referred to in this release.
This release and any materials distributed in connection with this release may contain certain forward-looking statements. By their nature, forward-looking statements involve risk and uncertainty because they reflect the Company's current expectations and assumptions as to future events and circumstances that may not prove accurate. A number of material factors could cause actual results and developments to differ materially from those expressed or implied by these forward-looking statements.
Stavanger, 21st March 2017
For further information, please contact:
Gunnar Dolven, CFO, cell phone +47 908 53 168
Marcus Hansson, COB, cell phone +44 782 4460 691