Kurs & Likviditet
Beskrivning
Land | Singapore |
---|---|
Lista | OBX |
Sektor | Tjänster |
Industri | Shipping & Offshore |
2023-10-03 16:30:38
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE
OR IN PART, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, JAPAN, HONG KONG,
SOUTH AFRICA OR IN ANY JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR
DISTRIBUTION WOULD BE UNLAWFUL.
THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN
OFFER TO BUY SECURITIES IN ANY JURISDICTION, INCLUDING THE UNITED STATES,
CANADA, AUSTRALIA, JAPAN, HONG KONG OR SOUTH AFRICA.
BW Group Limited (the "Seller") has retained DNB Markets, part of DNB Bank ASA,
Fearnley Securities AS, and Pareto Securities AS as Joint Global Coordinators
and Joint Bookrunners (the "Managers") to explore a potential block sale of
existing shares in BW LPG Limited (the "Company") through a private placement
(the "Offering").
The Seller is contemplating selling up to 8,400,000 shares in the Company (equal
to approx. 6% of the Company's outstanding shares). The Seller reserves the
right, at its sole discretion, to amend the number of Offer Shares sold or to
sell no Offer Shares at all. The price and the final number of shares in the
Offering will be determined through an accelerated book building process
denominated in NOK.
The bookbuilding period in the Offering will commence immediately 3 October 2023
and will close on 4 October 2023 at 08:00 CEST. The Seller may, at its sole
discretion, extend or shorten the bookbuilding period at any time and for any
reason without notice. If the bookbuilding period is extended or shortened, the
other dates referred to herein might be changed. The Offering is expected to be
priced and allocated before 09:00 CEST on 4 October 2023 (T). The settlement in
the Offering will be conducted on a normal delivery-versus-payment basis (DVP
T+2). The allocated shares in the Offering will be tradeable on the Oslo Stock
Exchange from T.
The Seller currently controls 56,807,126 shares in the Company (equal to approx.
40.58% of the Company's outstanding shares). The Seller will enter into a
180-day customary lock-up with the Managers following the completion of the
Offering for any of the shares the Seller currently holds in the Company which
are not sold as part of the Offering.
The Seller remains committed to be the leading long-term shareholder in the
Company and is a strong believer of the LPG market. The purpose of the Offering
from the Seller's perspective is to enhance the trading liquidity in the
Company's shares in support of its upcoming dual listing in the US, and to
rebalance the Seller's portfolio of 18 group companies. The Seller has done this
before and it allows the Seller to support the Company's shares when necessary.
The Seller is represented on the Company's board of directors by Chairman Mr
Andreas Sohmen-Pao, also being the Chairman of the Seller.
The Offering has not been registered under the U.S. Securities Act of 1933, as
amended (the "U.S. Securities Act") and will be made pursuant to applicable
exemptions from the obligation to publish a prospectus in Norway as well as
exemptions from the U.S. Securities Act and the securities laws of other
applicable jurisdictions.
The minimum order and allocation in the Offering have been set to the NOK
equivalent of EUR 100,000. The Managers may, however, offer and allocate an
amount below the NOK equivalent of EUR 100,000 in the Offering to the extent
exemptions from prospectus requirements, in accordance with Regulation (EU)
2017/1129 and ancillary regulations, are available.
For more information about the Offering please contact one of the Managers:
DNB Markets
+47 24 16 90 20
Fearnley Securities
+47 22 93 60 00
Pareto Securities
+47 22 87 87 50
This information is considered to include inside information pursuant to the EU
Market Abuse Regulation article 7 and is subject to the disclosure requirements
pursuant to section 5-12 of the Norwegian Securities Trading Act. This stock
exchange announcement was published by Lisa Lim at BW LPG Limited, on 3 October
2023 at 16:30 CEST.
Important Notice:
This announcement and the information contained herein is for information
purposes only and is not and does not form a part of any offer to sell, or a
solicitation of an offer to purchase, any securities in the United States,
Canada, Australia, Japan, Hong Kong or South Africa or any other jurisdiction in
which such an offer or solicitation would be unlawful. The distribution of this
announcement and other information may be restricted by law in certain
jurisdictions. Copies of this announcement are not being made and may not be
distributed or sent into any jurisdiction in which such distribution would be
unlawful or would require registration or other measures. Persons into whose
possession this announcement or such other information should come are required
to inform themselves about and to observe any such restrictions.
The securities referred to in this announcement have not been, and will not be,
registered under the U.S. Securities Act of 1933, as amended (the "Securities
Act"), or under the applicable securities laws of any state or other
jurisdiction of the United States or of Canada, Australia, Hong Kong, South
Africa or Japan. Such securities may not be offered or sold in the United States
unless registered under the Securities Act or offered in a transaction exempt
from, or not otherwise subject to, the registration requirements of the
Securities Act and the securities laws of any relevant state or other
jurisdiction of the United States. There will be no public offering of such
securities in the United States or in any other jurisdiction.
The securities referred to herein have not been approved or disapproved by the
US Securities and Exchange Commission, any state securities commission or other
regulatory authority in the United States, nor have any of the foregoing
authorities passed upon or endorsed the merits of the Offering or the accuracy
or adequacy of this announcement. Any representation to the contrary is a
criminal offence in the United States.
In the European Economic Area (the "EEA"), this announcement is addressed only
to and directed only at, persons in member states who are "qualified investors"
within the meaning of Article 2(e) of the Prospectus Regulation (Regulation
((EU) 2017/1129) ("Qualified Investors").
In the United Kingdom, this announcement is being distributed only to, and is
directed only at, persons who: (A) (i) are "investment professionals" specified
in Article 19(5) of the Financial Services and Markets Act (Financial Promotion)
Order 2005 (the "Order") or (ii) high net worth entities falling within Article
49(2)(a) to (d) of the Order or (iii) are other persons to whom it may otherwise
lawfully be communicated