Kurs & Likviditet
|Industri||Läkemedel & Handel|
|2021-04-16||Ordinarie utdelning NANOV 0.00 NOK|
|2021-03-22||Extra Bolagsstämma 2021|
|2020-10-21||Extra Bolagsstämma 2020|
|2020-06-11||Ordinarie utdelning NANOV 0.00 NOK|
|2019-04-26||Ordinarie utdelning NANOV 0.00 NOK|
|2019-02-18||Extra Bolagsstämma 2019|
|2018-05-31||Ordinarie utdelning NANOV 0.00 NOK|
|2017-12-20||Extra Bolagsstämma 2017|
|2017-05-26||Ordinarie utdelning NANOV 0.00 NOK|
|2016-10-12||Extra Bolagsstämma 2016|
|2016-05-20||Ordinarie utdelning NANOV 0.00 NOK|
|2014-11-12||Extra Bolagsstämma 2014|
Nordic Nanovector ASA - Resolution to increase the share capital in connection with the repair offering and terms of the repair offering
Not for release, publication or distribution, directly or indirectly, in the
United States of America, Canada, Japan or Australia
THIS IS A RESTRICTED COMMUNICATION AND YOU MUST NOT FORWARD IT OR ITS CONTENTS
TO ANY PERSON TO WHOM FORWARDING THIS COMMUNICATION IS PROHIBITED BY THE LEGENDS
Oslo, Norway, 22 March 2021
Reference is made to the stock exchange announcement from Nordic Nanovector ASA
("Nordic Nanovector" or the "Company") published on 23 February 2021 regarding
the successfully completed private placement raising approximately NOK 361
million in gross proceeds by issuance of 15,878,122 new shares (the "Private
Placement"), as well as the stock exchange announcement published on the same
day with key information about the contemplated repair offering of up to
2,699,280 additional new shares, each with a nominal value of NOK 0.20, at a
subscription price of NOK 22.75 per share (the "Repair Offering").
Reference is further made to the extraordinary general meeting in the Company
held on 22 March 2021, resolving to grant an authorisation to the Company's
Board of Directors to carry out the Repair Offering. Pursuant to the
authorisation, the Company's Board of Directors has today resolved to increase
the share capital by minimum NOK 0.20 and maximum NOK 539,856, by issuance of
minimum 1 and maximum 2,699,280 new shares (the "Offer Shares") at a
subscription price of NOK 22.75 in connection with the Repair Offering.
Key terms of the Repair Offering:
* The Company's existing shareholders as of 23 February 2021 (as registered in
the Norwegian Central Depository (VPS) on 25 February 2021) who (i) were not
allocated shares in the Private Placement, and (ii) who are not resident in a
jurisdiction where such offering would be unlawful, or for jurisdictions other
than Norway, would require any filing, registration or similar action (the
"Eligible Shareholders"), will be granted non-transferable subscription rights
that give a preferential right to subscribe for and be allocated Offer Shares.
The shareholders' preferential right to subscribe for the Offer Shares will thus
be deviated from.
* Each Eligible Shareholder will receive 0.047970 non-transferable subscription
rights for each share registered on such Eligible Shareholder in the Company's
shareholder register in the VPS as of 25 February 2021 (the "Subscription
Rights"). The number of Subscription Rights granted to each Eligible Shareholder
will be rounded down to the nearest whole Subscription Right. Each Subscription
Right will, subject to the applicable securities laws, give the right to
subscribe for and be allocated one (1) new Offer Share. Over-subscription is
permitted. Subscription without Subscription Rights is not permitted.
* The subscription price in the Repair Offering is NOK 22.75 per Offer Share,
being the same as the subscription price in the Private Placement (the
* The subscription period in the Repair Offering will commence at 09:00 hours
(CET) on 25 March 2021 and expire at 16:30 hours (CET) on 9 April 2021 (the
"Subscription Period"). The Subscription Period may not be shortened, but the
board of directors may extend the subscription period if this is required by law
due to the publication of a supplement prospectus.
* The Subscription Rights are expected to have an economic value if the
Company's shares trade above the Subscription Price during the Subscription
* The Subscription Rights must be used to subscribe for Offer Shares before the
expiry of the Subscription Period on 9 April 2021 at 16:30 hours (CET).
Subscription Rights that are not exercised before 16:30 hours (CET) on 9 April
2021 will have no value and will lapse without compensation to the holder.
* Allocation of the Offer Shares is expected to take place on or about 12 April
* The payment for the Offer Shares allocated to a subscriber falls due on or
about 14 April 2021.
Additional information on the Repair Offering and instructions regarding the
procedures for subscription will be included in the prospectus, which is
contemplated to be approved and published on 22 March 2021.
Subject to timely payment of the entire subscription amount in the Repair
Offering and no extension of the Subscription Period, the Company expects that
the share capital increase pertaining to the Repair Offering will be registered
with the Norwegian Register of Business Enterprises (Nw. Foretaksregisteret) on
or about 19 April 2021 and that the Offer Shares will be delivered to the VPS
accounts of the subscribers to whom they are allocated on or about 20 April
ABG Sundal Collier ASA, Carnegie AS and DNB Markets, a part of DNB Bank ASA, is
acting as managers for the Private Placement and Repair Offering (the
"Managers"). Advokatfirmaet Selmer AS is acting as legal advisor to the Company.
For further information, please contact:
Malene Brondberg, CFO
Cell: +44 7561 431 762
Mark Swallow/Frazer Hall/David Dible (Citigate Dewe Rogerson)
Tel: +44 203 926 8535
About Nordic Nanovector:
Nordic Nanovector is committed to develop and deliver innovative therapies to
patients to address major unmet medical needs and advance cancer care. The
Company aspires to become a leader in the development of targeted therapies for
haematological cancers. Nordic Nanovector's lead clinical-stage candidate is
Betalutin®, a novel CD37-targeting antibody-radionuclide-conjugate designed to
advance the treatment of non-Hodgkin's lymphoma (NHL). NHL is an indication with
substantial unmet medical need, representing a growing market forecast to be
worth nearly USD 26 billion by 2028. Nordic Nanovector retains global marketing
rights to Betalutin® and intends to actively participate in the
commercialisation of Betalutin® in the US and other major markets.
Further information can be found at www.nordicnanovector.com.
This information is subject to a duty of disclosure pursuant to Sections 4-2 and
5-12 of the Securities Trading Act.
This document is not an offer to sell or a solicitation of offers to purchase or
subscribe for shares. Copies of this document may not be sent to jurisdictions,
or distributed in or sent from jurisdictions, in which this is barred or
prohibited by law. The information contained herein shall not constitute an
offer to sell or the solicitation of an offer to buy, in any jurisdiction in
which such offer or solicitation would be unlawful absent registration, or an
exemption from registration or qualification under the securities laws of any
This document is not for publication or distribution in the United States of
America, Canada, Australia or Japan 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 of America or to U.S. persons (as defined in the U.S. Securities
Act of 1933, as amended (the "Securities Act") or to publications with a general
circulation in the United States of America. This document is not an offer for
sale of securities in the United States of America. The securities referred to
herein have not been and will not be registered under the Securities Act, or the
laws of any state, and may not be offered or sold in the United States of
America absent registration under or an exemption from registration under the
Securities Act. Nordic Nanovector does not intend to register any part of the
Private Placement in the United States of America.
There has not been made and will not be made any public offering of the
securities in the United States of America. Any public offering in the United
States of America would be made by means of a prospectus containing detailed
information about the company and management, as well as financial statements.
The information contained herein does not constitute an offer of securities to
the public in the United Kingdom. No prospectus offering securities to the
public will be published in the United Kingdom. This document is only being
distributed to and is only directed at (i) persons who are outside the United
Kingdom or (ii) to investment professionals falling within article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the
"Order") or (iii) high net worth entities, and other persons to whom it may
lawfully be communicated, falling within article 49(2)(a) to (d) of the Order
(all such persons together being referred to as "relevant persons"). The
securities are only available to, and any invitation, offer or agreement to
subscribe, purchase or otherwise acquire such securities will be engaged in only
with, relevant persons.
Any person who is not a relevant person should not act or rely on this document
or any of its contents. Any offer of securities to the public that may be deemed
to be made pursuant to this communication in any member state of the European
Economic Area (each an "EEA Member State") that has implemented Regulation
2017/1129 (the "Prospectus Regulation") is only addressed to qualified investors
in that Member State within the meaning of the Prospectus Regulation.
The information contained in this document does not purport to be comprehensive.
None of the Managers, any of their respective subsidiary undertakings or
affiliates, or their respective directors, officers, employees, advisers or
agents accepts any responsibility or liability whatsoever for (whether in
contract, tort or otherwise) or makes any representation or warranty, express or
implied, as to the truth, accuracy or completeness of the information in this
document (or whether any information has been omitted from the document) or any
other information relating to the Company, its subsidiaries, affiliates or
associated companies, whether written, oral or in a visual or electronic form,
and howsoever transmitted or made available or for any loss howsoever arising
from any use of this document or its contents or otherwise arising in connection
therewith. The Managers disclaim any responsibility for any acts or omissions of
the Company, any of the Directors or any other person in connection with the
The Managers are acting for the Company in connection with the Private Placement
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 Private Placement or any transaction or arrangement
referred to in this press release.
Solely for the purposes of the product governance requirements contained within:
(a) EU Directive 2014/65/EU on markets in financial instruments, as amended