NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN, 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.
Reference is made to the private placement in Solon Eiendom ASA (the "Company") of 2,672,721 new shares (the "New Shares") for gross proceeds of NOK 67,486,205 (the "Private Placement") and the subsequent offering (the "Subsequent Offering") of up to 396,040 new shares (the "Offer Shares") for gross proceeds of up to NOK 9,544,564.
The Norwegian Financial Supervisory Authority (Nw. Finanstilsynet) has approved the prospectus of the Company dated 16 May 2018 (the "Prospectus"), for the (i) listing of the New Shares issued in the Private Placement; and (ii) the Subsequent Offering and listing of up to 396,040 Offer Shares.
The subscription period for the Subsequent Offering is expected to commence at 09:00 a.m. CEST on 28 May 2018 and expire at 16:30 p.m. CEST on 8 June 2018.
For more information, please refer to the Prospectus.
The Prospectus will, subject to regulatory restrictions in certain jurisdictions, be available at the following websites: http://soloneiendom.no/investor-relations/ and https://www.dnb.no/bedrift/markets/emisjoner/arkiv/180516-solon.html. Hard copies of the Prospectus may be obtained free of charge by contacting DNB Markets (+47 23 26 81 01).
DNB Markets, a part of DNB Bank ASA, has acted as Manager of the Private Placement and the Subsequent Offering. Advokatfirmaet BAHR is acting as legal advisor.
Contacts:
Andreas Martinussen, CEO
Tel. +47 400 00 405 / email: am@soloneiendom.no
Scott Danielsen, CFO
Tel: +47 952 55 620 / email: sd@soloneiendom.no
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Important Notice
The contents of this announcement have been prepared by, and are the sole responsibility of, the Company. The Company's financial advisor is acting exclusively for the Company and no one else, and will not be responsible to anyone other than the Company for providing the protections afforded to their respective clients, or for advice in relation to the transactions, the contents of this announcement or any of the matters referred to herein. The transactions and the distribution of this announcement and other information in connection with the transactions may be restricted by law in certain jurisdictions. The Company assumes no responsibility in the event there is a violation by any person of such restrictions. Persons into whose possession this announcement or such other information should come are required to inform themselves about, and to observe, any such restrictions. This announcement may not be used for, or in connection with, and does not constitute, any offer of securities for sale in the United States or in any other jurisdiction.
The transactions have not, and shall not, be made in any jurisdiction or in any circumstances in which such offer or solicitation would be unlawful. This announcement is not for distribution, directly or indirectly in or into any jurisdiction in which it is unlawful to make any such offer or solicitation to such person or where prior registration or approval is required for that purpose. No steps have been taken or will be taken relating to the transactions in any jurisdiction in which such steps would be required. Neither the publication and/or delivery of this announcement shall under any circumstances imply that there has been no change in the affairs of the Company or that the information contained herein is correct as of any date subsequent to the earlier of the date hereof and any earlier specified date with respect to such information.
This announcement is not for publication or distribution, directly or indirectly, in the United States (including its territories and possessions, any state of the United States and the District of Columbia). This announcement does not constitute or form part of any offer or solicitation to purchase or subscribe for securities in the United States. Securities may not be offered or sold in the United States absent registration or an exemption from registration. The shares to be issued in the transactions have not been and will not be registered under the United States Securities Act of 1933, as amended (the "US Securities Act") or with any securities regulatory authority of any state or other jurisdiction of the United States, and may not be offered or sold in the United States or to, or for the account of, U.S. persons (as such term is defined in Regulation S under the US Securities Act), except pursuant to an effective registration statement under, or an exemption from the registration requirements of, the US Securities Act. All offers and sales outside the United States will be made in reliance on Regulation S under the US Securities Act. There will be no public offer of securities in the United States.
This announcement does not constitute an offering circular or prospectus in connection with an offering of securities of the Company. Investors must neither accept any offer for, nor acquire, any securities to which this document refers, unless they do so on the basis of the information contained in the investor material made available by the Company only to qualified persons in certain jurisdictions where an offer may be made (if an offer is made). This announcement does not constitute an offer to sell or the solicitation of an offer to buy or subscribe for, any securities and cannot be relied on for any investment contract or decision.
This information is subject of the disclosure requirements acc. to §5-12 (Norwegian Securities Trading Act).
