Reference is made to the press release dated 2 June 2009 regarding a contemplated Private Placement of shares in Sevan Marine ASA ("Sevan Marine" or the "Company").
The book-building period for the Private Placement has been closed, and the Company is pleased to announce that it has entered into agreements with investors for issue of 137,500,000 new shares. The agreed subscription price is NOK 8.00 per share and was set through a book-building process. Gross proceeds amounted to approximately NOK 1,100 million.
The proceeds of the Private Placement will be used to (i) complete the construction, out-fitting and commissioning of Sevan Driller; (ii) working capital for FPSO Sevan Voyageur and Sevan Driller; (iii) potential costs if Sevan Driller II and III are not pursued; (iv) certain costs related to FPSO Sevan no. 4 and no. 5; and (v) general corporate purposes.
Completion of the Private Placement is conditional upon approval by the Company's Extraordinary General Meeting to be held on or about 17 June 2009 (the "EGM").
The private placement was managed by Pareto Securities AS and SEB Enskilda AS.
A listing prospectus will be prepared in connection with the listing of the new shares on Oslo Børs. The new shares will not be tradable on Oslo Børs until such a prospectus has been filed with, and approved by, Oslo Børs, until the new shares have been fully paid, and until the share capital increase has been registered in the Norwegian Register of Business Enterprises and VPS, all of which is expected mid June 2009.
The Board of Directors will propose to the EGM to conduct a subsequent offering of up to 48,000,000 shares at NOK 8.00 per share directed towards shareholders in Sevan Marine as of 2 June 2009 (not 4 June 2009 as indicated in the announcement published 2 June 2009) (as documented by the shareholder register in the VPS as of 5 June 2009) that were not offered or invited to participate in the Private Placement. Consequently, the shares in the Company will trade excluding the right to participate in the subsequent offering from 3 June 2009. For further information on the proposed resolutions to be passed by the EGM, reference is made to a separate announcement to be issued by Sevan Marine.
The new shares to be issued in the Private Placement have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and were be offered within the United States only to qualified institutional buyers ("QIB"), as defined in Rule 144A under the U.S. Securities Act ("Rule 144A"), through affiliates of the Managers, in reliance upon the exemption from the registration requirements provided by section 4(2) of the U.S. Securities Act Rule 144A, and to certain non-U.S. persons in offshore transactions in reliance on Regulation S under the U.S. Securities Act. The shares will be subject to certain restrictions on transfer. The new shares to be offered in the subsequent offering have not been and will not be registered under the U.S. Securities Act, or any state securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.
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The information in this announcement is subject to the disclosure requirements of the Norwegian Securities Trading Act section 5-12 and/or the Oslo Børs - Continuing Obligations.
Sevan Marine ASA is listed on Oslo Børs (ticker SEVAN) and is specializing in building, owning and operating floating units for offshore applications. The Company has developed a cylinder shaped floater, suitable in all offshore environments. Presently, Sevan Marine has four FPSO contracts, including the Goliat Sevan 1000 FPSO, and three drilling contracts with clients. The Company is also developing other application types for its cylindrical Sevan hull, including floating LNG production and power plants with CO2 capture. For more information, please refer to http://www.sevanmarine.com/
For further information, please contact:
Jan Erik Tveteraas, CEO, Sevan Marine ASA (Media)
+47 37404000 office
+47 95214925 mobile
Birte Norheim, VP Finance, Sevan Marine ASA (Analysts)
+47 37404201 office
+47 95293321 mobile