Reach Subsea ASA – approved prospectus and launch of subsequent offering
Reference is made to previous announcements from Reach Subsea ASA (the “Company“).
The Financial Supervisory Authority of Norway has approved a prospectus prepared by the Company covering the listing of 48,609,900 new shares (the “New Shares“) issued in a private placement conducted on 12 January 2017 (the “Private Placement“), and the offer and listing of up to 6,399,070 new shares (the “Offer Shares“) in connection with the Subsequent Offering.
The New Shares are currently trading with ISIN NO 0010782600 on Merkur Market with the ticker-code REACH-ME on an interim basis. Following the publication of the prospectus on 27 February 2017, the New Shares will assume the Company’s ordinary ISIN (being NO 0003117202) and be admitted to trading on Oslo Børs. As a consequence, it is expected that the last day of listing of the shares on Merkur Market will be Monday 27 February 2017.
The Subsequent Offering comprises an offering of up 6,399,070 Offer Shares at a subscription price of NOK 1.75. The Subsequent Offering is directed towards the Company’s shareholders as of 12 January 2017, as documented by the shareholder register in the Norwegian Central Securities Depository two trading days thereafter (the “Record Date”), who were not invited to participate, or applied for but were not allocated shares, in the Private Placement, and who are not resident in a jurisdiction where such offering would be unlawful or (for jurisdictions other than Norway) would require any prospectus, filing, registration or similar action, and who are not employees in Reach Subsea AS (“Eligible Shareholders”).
Eligible Shareholders will receive non-transferable subscription rights based on their shareholding as of the Record Date. Eligible Shareholders will be granted approximately 0.35784 subscriptions rights for each share held as of the Record Date. The subscription rights will give Eligible Shareholders a preferential right to subscribe for and be allocated shares in the Subsequent Offering. Over-subscription and subscription without subscription rights will not be permitted. The subscription price in the Subsequent Offering will be equal to the subscription price in the Private Placement, i.e. NOK 1.75 per Offer Share. Each Subscription Right will give the right to subscribe for one Offer Share in the Subsequent Offering.
The subscription period commences on 27 February 2017 and expires on 10 March 2017 at 16:30 CET (the “Subscription Period”).
The Subsequent Offering is managed by Arctic Securities AS and Clarksons Platou Securities AS.
The Prospectus together with the Subscription Form will be available prior to the commencement of the subscription period at www.reachsubsea.no, www.arctic.com or http://securities.clarksons.com, and will also be available free of charge at the business office of the Company.