Beskrivning
Land | Norge |
---|---|
Lista | Oslo Bors |
Sektor | Tjänster |
Industri | IT-konsult & onlinetjänster |
2017-11-08 06:43:00
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, SOUTH AFRICA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. OTHER RESTRICTIONS ARE APPLICABLE. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THE PRESS RELEASE. Oslo, 8 November 2017: Crayon Group Holding ASA ("Crayon" or the "Company", OSE ticker code "CRAYON"). Reference is made to the stock exchange announcement on 7 November 2017, in which Crayon announced the successful completion of the bookbuilding for its initial public offering (the "Offering"). DNB Markets, a part of DNB Bank ASA (the "Stabilization Manager") may, on behalf of the Managers (as defined below), engage in stabilization activities from today 8 November 2017 to and including 7 December 2017 (the "Stabilization Period"). Any stabilization transactions will be aimed to support the market price of the shares of Crayon. In connection with the Offering, the Managers have over-allotted to the applicants in the Offering 6,290,000 shares in the Company, which equals approximately 15% of the number of shares issued and sold in the Offering before over-allotments. In order to permit the delivery in respect of over-allotments made, the Stabilization Manager has been granted an option, on behalf of the Managers, to borrow a number of Shares in the Company equal to the number of over-allotted Shares from Norvestor and certain minority shareholders. For further details on the Offering, see the stock exchange announcement of 7 November 2017 issued by Crayon. Further, the Stabilization Manager, on behalf of the Managers, has been granted an option (the "Over-Allotment Option") Norvestor and certain minority shareholders, which entitles the Managers, at the request of the Stabilization Manager, to purchase from Norvestor and certain minority shareholders up to 6,290,000 shares in the Company at a price per share of NOK 15.50, which is equal to the offer price in the Offering (the "Offer Price"). The Over-Allotment Option may be exercised at any time, in whole or in part, during the Stabilization Period. The Stabilization Manager may close out the short position created by over-allotting shares by buying shares in the open market through stabilization activities and/or by exercising the Over-Allotment Option. The Stabilization Manager (or persons acting on behalf of the Stabilization Manager) may effect transactions to stabilize or maintain the price of the shares of Crayon at a level higher than that which might otherwise prevail, by buying shares in Crayon or associated instruments in the open market at prices equal to or lower than (but not above) the Offer Price. However, there is no obligation on the Stabilization Manager (or persons acting on behalf of the Stabilization Manager) to do so. Moreover, there is no assurance that the Stabilization Manager (or persons acting on behalf of the Stabilization Manager) will undertake stabilization activities. If stabilization activities are undertaken, they may be discontinued at any time, and must be brought to an end upon or before the expiry of the Stabilization Period. Within one week after the end of the Stabilization Period, the Stabilization Manager will publish a statement through the information system of the Oslo Stock Exchange under the Company's ticker with information as to whether or not any stabilization activities have been undertaken, including the total amount of shares sold and purchased, the date at which stabilization begun, the date at which stabilization last occurred, the price range in which stabilization was carried out for each of the dates stabilization transactions were carried out. Any stabilization activities will be conducted in accordance with section 3-12 of the Norwegian Securities Trading Act and Commission Regulation (EC) No. 2273/2003 implementing Directive 2003/6/EC of the European Parliament and of the Council regarding buy-back programs and stabilization of financial instruments. Carnegie AS and DNB Markets, a part of DNB Bank ASA, are acting as Joint Global Coordinators and Joint Bookrunners in the IPO; Danske Bank A/S, Norwegian branch is acting as Joint Bookrunner and SpareBank 1 Markets AS is acting as Joint Lead Manager (together referred to as the "Managers"). For further details see the prospectus dated 25 October 2017 issued in connection with the Offering and the listing of the Company's shares on the Oslo Stock Exchange. For further queries, please contact: Torgrim Takle, Chief Executive Officer Crayon Group Holding ASA Tel.: +47 95 14 07 82 Email: torgrim@crayon.com About Crayon Crayon Group Holding ASA is a leading IT advisory firm in software and digital transformation services. With unique IP tools and skilled employees, Crayon help optimize its clients' ROI from complex software technology investments. Crayon have long experience within volume software licensing optimization, digital engineering, predictive analytics and assists the clients through all phases of the process of a digital transformation. Headquartered in Oslo, Norway, the company has approximately 1,100 employees in 43 offices worldwide. IMPORTANT INFORMATION United States These materials may not be published, distributed or transmitted in the United States, Canada, Australia, the Hong Kong Special Administrative Region of the People's Republic of China, South Africa or Japan. These materials do not constitute an offer of securities for sale or a solicitation of an offer to purchase securities (the "Shares") of Crayon Group Holding ASA (the "Company") in the United States, Norway or any other jurisdiction. The Shares 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 "Securities Act"). The Shares of the Company have not been, and will not be, registered under the 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 Securities Act. European Economic Area Any offering of securities will be made by means of a prospectus to be published that may be obtained from the issuer or selling security holder, once published, and that will contain detailed information about the Company and its management, as well as financial statements. These materials are an advertisement and not a prospectus for the purposes of Directive 2003/71/EC, as amended (together with any applicable implementing measures in any Member State, the "Prospectus Directive"). Investors should not subscribe for any securities referred to in these materials except on the basis of information contained in the prospectus. In any EEA Member State other than Norway (from the time the prospectus has been approved by the Financial Supervisory Authority of Norway, in its capacity as the competent authority in Norway, and published in accordance with the Prospectus Directive as implemented in Norway) that has implemented the Prospectus Directive, this communication is only addressed to and is only directed at "qualified investors" in that Member State within the meaning of Article 2(1)(e) of the Prospectus Directive ("Qualified Investors"), i.e., only to investors to whom an offer of securities may be made without the requirement for the Company to publish a prospectus pursuant to Article 3 of the Prospectus Directive in such EEA Member State. United Kingdom In the United Kingdom, these materials are only being distributed to and are only directed at Qualified Investors who (i) are investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the "Order") or (ii) are persons falling within Article 49(2)(a) to (d) of the Order (high net worth companies, unincorporated associations, etc.) (all such persons together being referred to as "Relevant Persons"). These materials are directed only at Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this document relates is available only to Relevant Persons and will be engaged in only with Relevant Persons.