Lerøy Seafood Group ASA (OSE: LSG) - Contemplated private placement
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN OR THE UNITED STATES
Bergen, 2 June 2016
Lerøy Seafood Group ASA ("Lerøy" or the "Company", ticker "LSG") has retained Pareto Securities AS as Sole Manager and Bookrunner (the "Bookrunner") to advise on and effect a private placement of new shares directed towards Norwegian and international investors after the close of Oslo Stock Exchange today (the "Private Placement"), pursuant to and in compliance with applicable exemptions from the obligation to publish a prospectus pursuant to the Norwegian Securities Trading Act.
In the Private Placement the Company is offering between 4,000,000 and 5,000,000 new shares, in addition to up to 300,000 own shares held by the Company, in total representing between 7.93% and 9.77% of the currently outstanding capital of the Company. The price in the Private Placement will be determined through an accelerated bookbuilding process. The minimum order has been set to the number of shares that equals an aggregate purchase price of at least EUR 100,000, with a minimum allocation amount of the NOK equivalent of EUR 100,000.
Net proceeds from the Private Placement will be a part of the financing of the acquisitions of Havfisk ASA and Norway Seafoods Group AS as announced today in a separate stock exchange release, or will alternatively be used for other corporate purposes including but not limited to such purposes as considered in the authorisation granted by the shareholders' resolution passed on 24 May 2016.
The bookbuilding period commences today at 16:30 CET (2 June 2016) and ends on 3 June 2016 at 08:00 CET. The Company and the Bookrunner may, however, at any time and for any reason resolve to close or extend the bookbuilding period at their sole discretion.
The Company will announce the number of shares placed and the final subscription price in the Private Placement through a stock exchange notice expected to be sent before the opening of Oslo Stock Exchange on 3 June 2016.
All shares offered and allocated in the Private Placement will be settled immediately upon payment by way of transfer to the applicants of already listed shares made available for the Bookrunner by Austevoll Seafood ASA, the majority shareholder in Lerøy, and the Company (own shares), based on a standard share lending agreement. Accordingly, all shares subscribed in the Private Placement will, effectively, be tradable immediately after allocation.
The borrowed shares will be returned to Austevoll Seafood ASA following the issuance of new shares in the Company.
Notification of allotment will be sent to the applicants on or about 3 June 2016 through a contract note to be issued by the Bookrunner. The final allocation will be made at the Board's sole discretion, however with priority to existing shareholders, and otherwise on criteria such as (but not limited to) pricing, timeliness of the application, order size, sector knowledge, perceived investor quality and investment horizon. The payment date for the allocated shares is expected to be on 7 June 2016.
Helge Singelstad, COB, +47 916 61 001
Sjur S. Malm, CFO, + 47 417 72 020
****
About Lerøy Seafood Group ASA:
Lerøy Seafood Group is the leading exporter of seafood from Norway and is in the business of meeting the demand for food and culinary experiences in Norway and internationally by supplying seafood products through selected distributors to producers, institutional households and consumers. The group's core activities are distribution, sale and marketing of seafood, processing of seafood, production of salmon, trout and other species, as well as product development. The group operates through a number of subsidiaries predominantly in Europe, and through a network of sales offices that ensure its presence in the most important markets. The group's task is to satisfy the customer's requirements for cost-effective and continuous supplies of a wide range of high-quality seafood products.
Lerøy Seafood Group's vision is to be the leading and most profitable global supplier of quality seafood.