NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN, OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE SECURITIES DESCRIBED HEREIN
Oslo, 12 July 2019: Reference is made to the stock exchange announcement from Belships ASA (“Belships” or the “Company”) dated 28 June 2019 regarding the subsequent offering and listing of up to 1,603,128 new shares, each with a nominal value of NOK 2.00 (the “Offer Shares”) at a subscription price of NOK 7.00 per Offer Share (the “Subscription Price”) to be carried out by Belships (the “Subsequent Offering”).
The subscription period for the Subsequent Offering will expire today, 12 July 2019, at 16:30 hours (CEST). Correctly completed subscription forms must be received by one of the subscription offices, or, in the case of online subscriptions, be registered, within this deadline.
Please note that subscription rights that are not used to subscribe for Offer Shares within the deadline will have no value and will lapse without compensation to the holder.
For more information regarding the Subsequent Offering, please refer to the prospectus of the Company dated 27 June 2019 (the “Prospectus”). The Prospectus including the subscription form is, subject to applicable law, available at the following websites: www.danskebank.com/belships, www.dnb.no/emisjoner and www.paretosec.com. Also, printed copies of the Prospectus may be obtained at the offices of Belships, Lilleakerv 4, 0283, Oslo, Norway, or by contacting one of the Managers (defined below).
Danske Bank, Norwegian Branch, DNB Markets, a part of DNB Bank ASA, and Pareto Securities AS are acting as Managers for the Subsequent Offering. Advokatfirmaet Thommessen AS is acting as legal counsel to the Company.
For further information, please contact Lars Christian Skarsgård, Belships CEO, phone +47 977 68 061 or e-mail lcs@belships.no.
Important information: The release is not for publication or distribution, in whole or in part directly or indirectly, in or into Australia, Canada, Japan or the United States (including its territories and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 Securities Act of 1933, as amended (the “US Securities Act”). The securities may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the US 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 the 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 issue, 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 assume 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 a violation of the securities laws of any such jurisdiction.
The Managers are acting for the Company and no one else in connection with the Private Placement and will not be responsible to anyone other than the Company providing the protections afforded to their respective clients or for providing advice in relation to the Private Placement and/or any other matter referred to in this release.
Forward-looking statements: 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