Capsol Technologies ASA: Retail Offering successfully placed
Oslo, Norway - June 5, 2024
NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA (INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES OF AMERICA AND THE DISTRICT OF COLUMBIA) (THE “UNITED STATES”), AUSTRALIA, CANADA, THE HONG KONG SPECIAL ADMINISTRATIVE REGION OF THE PEOPLE’S REPUBLIC OF CHINA OR JAPAN, SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL
Reference is made to the announcement on May 24, 2024, whereby Oslo Børs resolved to admit the shares of Capsol Technologies ASA (the “Company”) to trading on Oslo Børs (the “Uplisting”), subject to satisfaction of certain admission requirements. Further, reference is made to the announcement published by the Company on May 28, 2024 regarding launch of a retail offering to the public in Norway and Sweden (the “Retail Offering”) of up to 2,250,000 new shares (the “Offer Shares”).
The Company is pleased to announce that the Retail Offering has been successfully placed, raising gross proceeds of approximately NOK 30 million through the issuance of 2,250,000 Offer Shares in the Company, each at a subscription price of NOK 13.30 per Offer Share (the “Offer Price”). The Offer Price represents a 10% discount to the volume-weighted average price of the Company’s shares on Euronext Growth Oslo on the last day of the subscription period (June 5, 2024). The Offer Price has been rounded down to the nearest tenth.
The Company is pleased to announce that it has received subscriptions from, and allocated Offer Shares to, more than 750 investors. Post the Retail Offering, the Company will thus have more than 1,500 shareholders.
The Company received subscriptions for more than NOK 120 million in total, and the Retail Offering was therefore significantly oversubscribed (more than 4 times covered). All applicants who have submitted a valid subscription have received an allocation. All applicants have been treated equally in the allocation. No allocation has been given below NOK 10,500, and the Company has set a maximum allocation of NOK 200,000.
As a result of the Retail Offering, it is expected that the Company will meet the listing requirements at Oslo Børs.
Notifications of allocated Offer Shares and the corresponding amount to be paid by investors are expected to be communicated to investors on or about June 6, 2024. Investors who have access to investor services through their VPS account manager should be able to see how many Offer Shares they have been allocated from on or about June 6, 2024. The Managers may also be contacted for information regarding allocation, payment and delivery of the shares in the Retail Offering.
The payment for allocated Offer Shares falls due on or about June 10, 2024. Subject to timely payment of the subscription amount in the Retail Offering, the Company expects that the share capital increase pertaining to the Retail Offering will be registered with the Norwegian Register of Business Enterprises on or about June 18, 2024 and that the Offer Shares will be delivered to the VPS accounts of the subscribers to whom they are allocated on or about June 19, 2024. The Offer Shares will be tradable on Euronext Growth Oslo immediately after registration of the new share capital pertaining to the Retail Offering with the Norwegian Register of Business Enterprises. The Company’s shares, including the Offer Shares, are expected to become tradable on Oslo Børs on or about June 19, 2024.
Following registration of the new share capital pertaining to the issuance of the Offer Shares in the Retail Offering, the Company will have a share capital of NOK 31,394,334.5 divided into 62,788,669 shares, each with a par value of NOK 0.5.
Pareto Securities AS and SpareBank 1 Markets AS are acting as Joint Global Coordinators and Joint Bookrunners in the Retail Offering (the “Managers”). Nordnet Bank AB is acting as Placing Agent in the Retail Offering.
CMS Kluge Advokatfirma AS is acting as legal advisor to the Company.