NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN OR THE UNITED STATES DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN OR THE UNITED STATES 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.
BELSHIPS ASA - REGISTERED SHARE CAPITAL INCREASE
Oslo, 6 June 2019: Reference is made to the stock exchange announcement by Belships ASA ("Belships" or the "Company") on 29 May 2019 regarding the successfully completed private placement (the "Private Placement") raising gross proceeds of NOK 72.6 million through the allocation of 10,372,187 shares (the "Offer Shares") at a subscription price of NOK 7.00 per share.
The share capital increase related to the Private Placement has now been registered with the Norwegian Register of Business Enterprises. The new share capital of the Company is NOK 387,101,660 divided into 193,550,830 shares, each with a nominal value of NOK 2.00.
Subscribers in the Private Placement have received existing and unencumbered shares in the Company already listed on the Oslo Stock Exchange pursuant to a share lending agreement between the Company, the Managers, and Kontrari AS. The Offer Shares issued by the Company today is used to redeliver any and all borrowed shares to Kontrari AS. The Offer Shares are registered on a separate ISIN number (ISIN NO 001 0856776), and will be listed and tradable on the Oslo Stock Exchange as soon as practicable possible after the prospectus in relation to the listing of the Offer Shares has been approved by the Financial Supervisory Authority of Norway. The listing on the Oslo Stock Exchange is expected to take place during the first week of July 2019.
For further information, please contact Lars Christian Skarsgård, Belships CEO, phone +47 977 68 061 or e-mail LCS@belships.no.
This information is subject to the disclosure requirements pursuant to section 5 -12 of the Norwegian Securities Trading Act.
Important information: The release is not for publication or distribution, in whole or in part directly or indirectly, in or into Australia, Canada, Japan or the United States (including its territories and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.