Natto - publication of prospectus and further information on subscription rights
Reference is made to a stock exchange notice dated 9 April 2015 regarding two share capital increases (the "Rights Issue" and the "Public Offering") resolved by the board of directors of NattoPharma ASA (the "Company") on 8 April 2015.
The Company has today published a prospectus regarding the Rights Issue and the Public Offering. The Prospectus have been controlled and approved by the Norwegian Financial Supervisory Authority. The prospectus is attached to this stock exchange notice and will also be made available at the Company's website, www.nattopharma.com, and at the website of Norne Securities AS, www.norne.no. In addition, the prospectus will be available at the Company's headquarters in Kirkeveien 59B, 1363 Høvik.
Under the Rights Issue, the Company will issue subscription rights to investors which owned shares in the Company as per the end of 8 April 2015, as registered in the Norwegian Central Securities Depository ("VPS") on 10 April 2015. Please find below further information on the subscription rights:
Each existing shareholder will be granted 0.13607298 subscription rights for each (1) existing share based on the shareholding of each shareholder at the end of 8 April 2015, as registered in the VPS on 10 April 2015. Each subscription right will, subject to applicable securities laws, give a right to subscribe for and be allocated one (1) new share in the Rights Issue.
The subscription will commence on 14 April 2015 and end on 5 May 2015 1630 hours (CET).
Subscription rights which have been granted to the shareholders registered in the VPS will be tradable and listed on Oslo Axess with ticker "NATTO T". The trading period for the subscription rights will commence on 14 April 2015 and end on 29 April 2015 16.30 hours (CET).
The subscription rights are expected to be of commercial value. If the subscription rights are not exercised within the end of the subscription period (5 May 16.30 hours) or are not sold within the end of the trading period (29 April 2015 16.30 hours), the subscription will automatically lapse and, thus, hold no value.
Information regarding restrictions on whom may be awarded or allowed to acquire subscription rights or exercise subscription rights, may be found in Section 5.1.9 (Subscription Rights) and Section (Restrictions on sale and transfer) in the prospectus.
The minimum proceeds in the Rights Issue (i.e MNOK 20 through subscription of 1,428,571 new shares) are underwritten by an underwriting consortium consisting of certain existing shareholders. The underwriters are not entitled to an underwriting fee. For further information on the underwriting consortium and the underwriting agreement, please refer to Section 5.1.21 (The Rights Issue Underwriting) in the prospectus.
The completion of the Rights Issue are subject to the completion of the following conditions: (i) that the minimum amount of new shares in the Rights Issue are subscribed (i.e 1,428,571 new shares), that the underwriting agreement is in its entirety valid and in force and that the underwriters satisfy the terms and conditions in the underwriting agreement and (ii) that the minimum subscription amount is paid. If the Company enters into a state of bankruptcy as a consequence of a material delay of the completion of the Rights Issue, then the Rights Issue will not be completed.
If it becomes apparent that the abovementioned conditions will not be met, the Rights Issue will be withdrawn. If the Rights Issue is withdrawn, all subscription rights will lapse without value and all subscriptions and allocations of new shares which have been made, will be disregarded and payments for new shares will be returned to the respective subscribers without interest or other kinds of compensation. A lapse of the subscription rights shall be without effect to the validity of trades in the subscription rights, and investors will not receive any refunds or compensation for subscription rights acquired in the market.
For further information, please contact:
Hogne Vik, CEO
Tel: +47 975 35 326
E-mail: hogne.vik@nattopharma.com
The information contained in this notice has been published pursuant to section 5-12 of the Norwegian Securities Trading Act.
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