Green Energy Group (Seabird Exploration Plc): Prospectus approval
Published May 05, 2022 - 21:15 PM
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, 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.
Green Energy Group (SBX Plc): Prospectus approval (Oslo, 5 May 2022) Reference is made to the stock exchange release from Green Energy Group (SBX Plc) (the “Company”) published on 14 January regarding the successful completion of a private placement of 14,000,000 new shares in the Company (the “Private Placement”) and the subsequent repair offering of up to 3,500,000 new shares in the Company (the “Subsequent Offering”).
The Norwegian Financial Supervisory Authority has approved the prospectus of the Company dated 5 May 2022 (the “Prospectus”) related to the Subsequent Offering and listing of the shares issued in the Private Placement.
On 5 May 2022, the price of the Company’s listed shares closed at a premium of 79.56% to the Offer Price. The Board of Directors has therefore resolved to carry through the Subsequent Offering to the benefit of the Eligible Shareholders. The subscription period in the Subsequent Offering is due to commence on 6 May 2022 at 09:00 CET and end on 13 May 2022 at 16:30 CET (the “Subscription Period”). The subscription price in the Subsequent Offering is NOK 2.25 per Offer Share, which is equal to the subscription price in the Private Placement.
Eligible Shareholders (as defined in the Prospectus) will be granted one (1) Subscription Right for every 10 shares held as of 17 January 2022. The number of Subscription Rights granted to each Eligible Shareholder will be rounded down to the nearest whole Subscription Right. Each Subscription Right will give the right to subscribe for, and be allocated one (1) Offer Share rounded down to the nearest whole share, subject to applicable securities laws. Over-subscription will be permitted, but there can be no assurance that Subsequent Offer Shares will be allocated for such subscriptions. Subscriptions without Subscription Rights will not be permitted.
Instructions regarding the subscription procedure is available in the Prospectus. Subscription Rights not used to subscribe for Offer Shares prior to 16:30 CET on 13 May 2022 will lapse without compensation to the holder and consequently be of no value.
The Prospectus can be obtained electronically by downloading it from www.greenenergygroup.no (http://www.greenenergygroup.no), and www.fearnleysecurities.com (http://www.fearnleysecurities.com), or by contacting Fearnley Securities AS (the “Manager”).
For additional information, please contact:
Erik von Krogh, CFO, +47 930 38 075
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 “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 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, exercise, purchase or sale of subscription rights and the subscription or purchase of shares in the Company are 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.