Bifogade filer
Prenumeration
Beskrivning
| Land | Norge |
|---|---|
| Lista | Oslo Bors |
| Sektor | Hälsovård |
| Industri | Medicinteknik |
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NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, THE HONG KONG SPECIAL ADMINISTRATIVE REGION OF THE PEOPLE'S REPUBLIC OF CHINA, JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. OTHER RESTRICTIONS ARE APPLICABLE.
Reference is made to the stock exchange announcement by Lifecare ASA (the "Company") on 22 January 2026 regarding the final results of the partially underwritten rights issue of new shares in the Company (the "Rights Issue"). Reference is also made to the announcement made by the Company on 30 January 2026 with information regarding the warrants issued in connection with the Rights Issue.
A total of 129,000,033 warrants series 1 with ISIN NO0013709196 ("Warrants Series 1") were allocated and delivered to the subscribers in and the underwriters of the Rights Issue, pursuant to resolutions by the Company's extraordinary general meeting held on 2 January 2026.
Each Warrant Series 1 gives the holder a right to subscribe for one new share in the Company, each with a nominal value of NOK 0.10.
Warrants Series 1 may be exercised during the exercise period from 09:00 hours (CET) on 2 March 2026 to 16:30 hours (CET) on 13 March 2026 (the "Exercise Period"), at a subscription price per new share equal to 70% of the volume-weighted average price (VWAP) of the Company's shares on Euronext Oslo Børs on the last ten (10) trading days prior to the first date of the Exercise Period, but in any event not exceeding NOK 0.625 (the subscription price in the Rights Issue plus 25%). The subscription price may not be lower than the par value of the Company's shares.
Based on the criteria above, the exercise price for Warrants Series 1 is NOK 0.3342 per new share.
Warrant Series 1 are listed and tradable on Euronext Oslo Børs under the ticker codes "LIFEJ". The trading in Warrants Series 1 will be halted five days before the end of the Exercise Period to facilitate settlement of exercised Warrants Series 1. Warrants Series 1 will thus be tradable until 16:30 hours (CET) on 6 March 2026.
Warrants Series 1 not sold within 6 March 2026 at 16:30 (CET) or exercised within 13 March 2026 at 16:30 (CET) will lapse with no compensation to the holders. Holders of Warrants Series 1 who do not exercise their Warrants Series 1 within the Exercise Period may experience a dilution of their shareholding in the Company.
The exercise of Warrants Series 1 must be done through the submission of an exercise form to the Managers (as defined below) or through the VPS online subscription system, within the Exercise Period. Further information regarding the exercise procedure, including weblinks to the exercise form, will be provided in a separate stock exchange announcement to be published by the Company before commencement of the Exercise Period.
DNB Carnegie, a part of DNB Bank ASA, and SB1 Markets AS act as managers in the Rights Issue and the warrants exercise (the "Managers").
Important information
This announcement does not constitute an offer of securities for sale or a solicitation of an offer to purchase securities of the Company in the United States or any other jurisdiction. Copies of this announcement may not be sent to jurisdictions, or distributed in or sent from jurisdictions, in which this is barred or prohibited by law. The securities of the Company may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"). The securities of the Company have not been, and will not be, registered under the U.S. Securities Act. Any sale in the United States of the securities mentioned in this communication will be made solely to "qualified institutional buyers" as defined in Rule 144A under the U.S. Securities Act. No public offering of the securities will be made in the United States.
This announcement is an advertisement and is not a prospectus for the purposes of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on prospectuses to be published when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71/EC (as amended) as implemented in any EEA Member State (the "Prospectus Regulation").
This announcement is not for publication or distribution in, directly or indirectly, Australia, Canada, Japan, the United States, or any other jurisdiction in which such release, publication or distribution would be unlawful, and it does not constitute an offer or invitation to subscribe for or purchase any securities in such countries or in any other jurisdiction. In particular, the document and the information contained herein should not be distributed or otherwise transmitted into the United States or to publications with a general circulation in the United States of America.
The Managers are acting for the Company in connection with the Rights Issue 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 providing advice in relation to the Rights Issue or any transaction or arrangement referred to in this announcement.
Matters discussed in this announcement may constitute forward-looking statements. Forward-looking statements are statements that are not historical facts and may be identified by words such as "anticipate", "believe", "continue", "estimate", "expect", "intends", "may", "should", "will" and similar expressions. The forward-looking statements in this release are based upon various assumptions, many of which are based, in turn, upon further assumptions. Although the Company believes that these assumptions were reasonable when made, these assumptions are inherently subject to significant known and unknown risks, uncertainties, contingencies, and other important factors which are difficult or impossible to predict and are beyond its control. Such risks, uncertainties, contingencies, and other important factors could cause actual events to differ materially from the expectations expressed or implied in this release by such forward-looking statements. The information, opinions and forward-looking statements contained in this announcement speak only as at its date and are subject to change without notice. This announcement is made by and is the responsibility of the Company.
Neither the Managers nor any of their respective affiliates make any representation as to the accuracy or completeness of this announcement and none of them accepts any responsibility for the contents of this announcement or any matters referred to herein.
This announcement is for information purposes only and is not to be relied upon in substitution for the exercise of independent judgment. It is not intended as investment advice and under no circumstances is it to be used or considered as an offer to sell, or a solicitation of an offer to buy any securities or a recommendation to buy or sell any securities of the Company. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy, fairness, or completeness. Neither the Managers nor any of their respective affiliates accept any liability arising from the use of this announcement.