Beskrivning
Land | Norge |
---|---|
Lista | OB Match |
Sektor | Energi & Miljö |
Industri | Energikällor |
2023-12-18 12:42:24
Reference is made to the stock exchange announcement published by Otovo ASA
("Otovo" or the "Company") on 9 November 2023 regarding the successful
completion of a private placement of 130,434,782 new shares in the Company
raising gross proceeds of approximately NOK 450,000,000 (the "Private
Placement") and a potential subsequent share offering (the "Subsequent
Offering"). Further reference is made to the stock exchange announcement
published later, on the same day, regarding key information related to the
Subsequent Offering. In this announcement, the Company expressed that such
Subsequent Offering would be considered carried out and consist of up to
17,400,000 new shares at the same subscription price as in the Private
Placement, depending, inter alia, on the prevailing market price of the
Company's shares.
Since the completion of the Private Placement, the Company's shares have been
traded around or above the subscription price in the Private Placement and at a
volume considerably below the size of the potential subsequent offering. As a
result, existing shareholders who did not participate in the Private Placement
are not considered to have not had opportunity to reduce the dilutive effect of
the Private Placement in the market.
The board of directors of Otovo has therefore decided to proceed with the
Subsequent Offering, subject to the approval and publication of a prospectus,
which is expected on or about 21 December 2023. Subject to the approval and
publication of the prospectus, the subscription period in the Subsequent
Offering is expected to commence on 2 January 2024 and to end on 9 January 2024.
More details will be provided once the prospectus is approved and published.
DNB Markets, a part of DNB Bank ASA, and Pareto Securities AS are acting as
managers for the Subsequent Offering (the "Managers").
For further information, please contact:
Andreas Thorsheim, Chief Executive Officer
Phone: +47 93 06 51 78
Petter Ulset, Chief Financial Officer
Phone: +47 47 93 60 26 43
This information is subject to the disclosure requirements pursuant to section
5-12 of the STA.
***
About Otovo: For homeowners, Otovo is the easiest way to get solar panels on the
roof and batteries in the home. Otovo is a marketplace that organises hundreds
of local, vetted, high quality energy installers. The company uses its
proprietary technology to analyse the potential of any home and finds the best
price and installer for customers based on an automatic bidding process between
available installers.
Follow us on investor.otovo.com for reports, financial calendar, contact details
and more.
IMPORTANT NOTICE:
The information contained in this announcement is for background purposes only
and does not purport to be full or complete. No reliance may be placed for any
purpose on the information contained in this announcement or its accuracy,
fairness or completeness. None of the managers or any of their respective
affiliates or any of their respective directors, officers, employees, advisors
or agents accepts any responsibility or liability whatsoever for, or makes any
representation or warranty, express or implied, as to the truth, accuracy or
completeness of the information in this announcement (or whether any information
has been omitted from the announcement) or any other information relating to the
Company, its subsidiaries 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 announcement or its contents or
otherwise arising in connection therewith. This announcement has been prepared
by and is the sole responsibility of the Company.
Neither this announcement nor the information contained herein is for
publication, distribution or release, in whole or in part, directly or
indirectly, in or into or from the United States (including its territories and
possessions, any State of the United States and the District of Columbia),
Australia, Canada, Japan, Hong Kong, South Africa or any other jurisdiction
where to do so would constitute a violation of the relevant laws of such
jurisdiction. The publication, distribution or release of this announcement may
be restricted by law in certain jurisdictions and persons into whose possession
any document or other information referred to herein should inform themselves
about and observe any such restriction. Any failure to comply with these
restrictions may constitute a violation of the securities laws of any such
jurisdiction.
This announcement is not an offer for sale of securities in the United States.
The securities referred to in this announcement have not been and will not be
registered under the U.S. Securities Act, and may not be offered or sold in the
United States absent registration with the U.S. Securities and Exchange
Commission or an exemption from, or in a transaction not subject to, the
registration requirements of the U.S. Securities Act and in accordance with
applicable U.S. state securities laws. The Company does not intend to register
any securities referred to herein in the United States or to conduct a public
offering of securities in the United States.
Any offering of the securities referred to in this announcement will be made by
means of a set of subscription materials provided to potential investors.
Investors should not subscribe for any securities referred to in this
announcement except on the basis of information contained in the aforementioned
subscription material. In any EEA Member State, this communication is only
addressed to and is only directed at qualified investors in that Member State
within the meaning of the EU Prospectus Regulation, i.e. only to investors who
can receive the offer without an approved prospectus in such EEA Member State.
The expression "EU Prospectus Regulation" means Regulation (EU) 2017/1129 of the
European Parliament and of the Council of 14 June 2017 (together with any
applicable implementing measures in any Member State).
This communication is only being distributed to and is only directed at persons
in the United Kingdom that are "qualified investors" within the meaning of the
EU Prospectus Regulation as it forms part of English law by virtue of the
European Union (Withdrawal) Act 2018 and that are (i) 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) high net
worth entities, and other persons to whom this announcement 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"). This communication
must not be acted on or relied on by persons who are not relevant persons. Any
investment or investment activity to which this communication relates is
available only to relevant persons and will be engaged in only with relevant
persons. Persons distributing this communication must satisfy themselves that it
is lawful to do so.
This announcement is made by, and is the responsibility of, the Company. The
Managers and their respective affiliates are acting exclusively for the Company
and no-one else in connection with the Subsequent Offering. They will not regard
any other person as their respective clients in relation to the Subsequent
Offering and will not be responsible to anyone other than the Company, for
providing the protections afforded to their respective clients, nor for
providing advice in relation to the Subsequent Offering, the contents of this
announcement or any transaction, arrangement or other matter referred to herein.
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 "believe", "aim", "expect",
"anticipate", "intend", "estimate", "will", "may", "continue", "should" 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. Forward-looking
statements speak only as of the date they are made and cannot be relied upon as
a guide to future performance. The Company, each of the Managers and their
respective affiliates expressly disclaims any obligation or undertaking to
update, review or revise any forward-looking statement contained in this
announcement whether as a result of new information, future developments or
otherwise. The information, opinions and forward-looking statements contained in
this announcement speak only as at its date and are subject to change without
notice.