Subsequent offering - subscription period ends today
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN OR THE UNITED STATES
Stavanger, 13 November 2012
Reference is made to the stock exchange announcement and the prospectus (the "Prospectus") dated 29 October 2012 concerning the subsequent offering (the "Subsequent Offering") of up to 18,918,918 shares in Norwegian Energy Company ASA (the "Company") at a subscription price of NOK 3.70 per share.
The subscription period for the Subsequent Offering will end today, 13 November 2012 at 16.30 hours (CET).
DNB Markets, a part of DNB Bank ASA, Pareto Securities AS and Skandinaviska Enskilda Banken AB (publ) Oslo Branch (SEB Enskilda) are acting as joint lead managers and joint bookrunners for the Subsequent Offering.
The Prospectus and the subscription form may be obtained at the Company's office or web-site www.noreco.com, or the joint lead managers and joint bookrunners' web sites; www.dnb.no/emisjoner, www.paretosec.com or www.sebenskilda.no.
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In connection with the Subsequent Offering, and in accordance with the terms set out in the Prospectus, the Company's board of directors has passed the following formal resolution (in an English translation) to increase the share capital:
"1. The share capital shall be increased with between NOK 3.10 and NOK 58,648,645.80, by issue of between 1 and 18,918,918 new shares, each with a nominal value of NOK 3.10.
2. The new shares may be subscribed for by any of DNB Markets, Pareto Securities AS and SEB Enskilda on behalf of, and pursuant to proxies from, investors that have ordered and been allocated shares in the Subsequent Offering as described in the prospectus dated 29 October 2012, and shall be subscribed for on a separate subscription form no later than 21 November 2012. The preferential right of the existing shareholders to subscribe for new shares pursuant to Section 10-4 of the Norwegian Public Limited Liability Companies Act is waived, cf Section 10-5 of the Norwegian Public Limited Liability Companies Act.
3. The subscription price shall be NOK 3.70 per share. Payment shall be made in cash.
4. Payment for the new shares shall be made no later than two business days after the subscription and no later than 23 November 2012. The payment shall be made to the Company's designated bank account for share capital increases.
5. The new shares shall carry rights to dividend and have shareholder rights from registration of the share capital increase with the Norwegian Register of Business Enterprises.
6. Section 4, first paragraph of the Articles of Association is amended to reflect the new number of shares and the new share capital following the share capital increase."
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Einar Gjelsvik, CEO, +47 99 28 38 56
Kjetil Bakken, VP Investor Relations, +47 91 88 98 89
This press release does not constitute or form part of an offer or solicitation to purchase or subscribe for securities in the United States. The securities referred to herein may not be offered or sold in the United States absent registration or an exemption from registration as provided in the U.S. Securities Act of 1933, as amended. 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 the United States. Copies of this announcement are not being made and may not be distributed or sent into the Australia, Canada, Japan or the United States.
This information is subject of the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act.
About Norwegian Energy Company ASA
Noreco is an independent Norwegian oil company. The company’s focus is to explore, develop and produce oil and gas in the North Sea region. Since incorporation in 2005, the company has grown through license rounds, successful exploration and acquisitions. Noreco operates in Norway, Denmark and United Kingdom, and employs around 70 oil and gas professionals. Noreco is listed on the Oslo Børs (ticker NOR).
For further information, please visit: www.noreco.com