Nel ASA: Commencement of Subsequent Offering
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Nel ASA: Commencement of Subsequent Offering
(Oslo, 2 April 2019) Reference is made to the stock exchange announcement by Nel
ASA ("Nel" or the "Company") on 29 March 2019, regarding the approval of a
prospectus relating to a subsequent offering of up to 12,500,000 new shares
(the "Subsequent Offering") to be carried out by the Company following the
completion of a private placement announced by the Company on 30 January 2019
(the "Private Placement").
In the Subsequent Offering, Eligible Shareholders, being shareholders of the
Company as of 30 January 2019 (and being registered as such in the VPS on 1
February 2019, pursuant to the two days' settlement procedure in the VPS (the
"Record Date")), (i) who were not allocated shares in the Private Placement, and
(ii) who are not resident in a jurisdiction where such offering would be
unlawful, or for jurisdictions other than Norway, would require any filing,
registration or similar action, will be granted non-transferable subscription
rights (the "Subscription Rights") that, subject to applicable law, provide
preferential rights to subscribe for and be allocated Offer Shares at the
Subscription Price (as defined below).
The subscription period in the Subsequent Offering commences today, on 2 April
2019 at 09:00 hours (CET) and will end on 9 April 2019 at 16:30 hours (CET) (the
"Subscription Period"). The subscription price in the Subsequent Offering is NOK
5.45 per Offer Share (the "Subscription Price"), which is equal to the
subscription price in the Private Placement.
Eligible Shareholders will be granted 0.0148 Subscription Rights for each share
registered as held by such Eligible Shareholder on the Record Date, rounded down
to the nearest whole Subscription Right. Each whole Subscription Right provides
a preferential right to subscribe for, and be allocated, one Offer Share at the
Subscription Price, subject to applicable securities laws. Over-subscription is
permitted, but there can be no assurance of the number of shares that will be
available for allocation pursuant to over-subscription. Subscription without
Subscription Rights will not be permitted.
In order to subscribe for shares, Eligible Shareholders must provide one of the
Managers (as defined below) with a complete and duly signed subscription form
within the end of the Subscription Period. Further instructions regarding the
subscription procedure is available in the Prospectus (as defined below). The
Subscription Rights must be used to subscribe for Offer Shares in the
Subscription Period and before the expiry of the Subscription Period on 9 April
2019 at 16:30 hours (CET). Subscription Rights that are not used to subscribe
for Offer Shares before 16:30 hours (CET) on 9 April 2019 will have no value and
will lapse without compensation to the holder.
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