NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR
INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA,
AUSTRALIA, HONG KONG OR JAPAN OR ANY OTHER
JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE
WOULD BE UNLAWFUL
Havyard Group ASA ("Havyard" or the "Company") has
completed its initial public offering in connection
with listing on Oslo Stock Exchange (the "Offering").
The Offering consists of 4,200,000 existing shares
sold by the current majority shareholder, Havila
Holding AS ("Havila"). In addition, the managers have
exercised an option to over-allot 420,000 existing
shares pursuant to an over-allotment and
stabilisation agreement with the Company and Geir
Johan Bakke AS. Accordingly, the Offering consists of
4,620,000 existing shares including over-allotments.
The shares are priced at NOK 33.50 per share,
implying a market capitalisation of Havyard of NOK
754.7 million.
Havila will retain an ownership in the Company of
approx. 63.5 % subject to a lock-up period of twelve
months. Correspondingly, the Company's top management
team has entered into lock-up agreements of twelve
months.
Investors in the Offering include a wide range of
international and Norwegian investors. Approximately
81 % of the shares in the Offering were allotted to
investors in the institutional offering while 19 % of
the shares were allotted to investors in the retail
offering. Investors in the retail offering will
receive a discount of NOK 1,500 on the aggregate
amount payable for the shares allocated to such
investors. Following the Offering, Havyard is
expected to have more than 900 shareholders, and
accordingly the criteria set by the board of
directors of Oslo Stock Exchange for listing of
Havyard on the Oslo Stock Exchange have been met.
The number of ordinary shares in issue following the
Offering will remain unchanged at 22,528,320, each
with a nominal value of NOK 0.05. Trading of the
shares in Havyard on the Oslo Stock Exchange is
expected to commence on 1 July 2014 under the ticker
symbol "HYARD".
Notifications of allotted shares and the
corresponding amount to be paid by investors are
expected to be communicated to the investors on 25
June 2014, with settlement on 30 June 2014. Investors
having access to investor services through their VPS
account manager will be able to check the number of
shares allocated to them from 26 June 2014. The
managers may also be contacted for information
regarding allocation.
Fearnley Securities AS and Arctic Securities ASA are
acting as managers for the IPO and the listing.
For further information, please contact :
Havyard Group ASA
Geir Johan Bakke, CEO +47 48 18 00 11
Karl Eirik Hansen, CAO +47 40 24 71 13
Fearnley Securities AS
Even Matre Ellingsen, CEO +47 99 00 55 00
About Havyard
Havyard Group ASA is a fully integrated ship
technology company with activities within ship
design, ship building, system deliveries and after
market. The group employs about 770 workers of whom
about 650 in Norway. The company's main business
office is located in Fosnavåg in north-western
Norway. The group has offices in China and Brasil.
The group operates within four business segments:
* Havyard Ship Technology in Leirvik in Sogn
(yard) and in Fosnavåg with a branch in Turkey
* Havyard Design & Solutions based in Fosnavåg
with branches in Stavanger, Poland and Croatia
* Havyard Power & Systems in Ålesund with a
branch in Poland
* Havyard Fish Handling & Refrigeration AS
based in Fosnavåg with branches in Vigra, Tromsø,
Haugesund and Peru.
DISCLAIMERS
The information contained herein shall not constitute
an offer to sell or the solicitation of an offer to
buy, nor shall there be any sale of the securities
referred to herein in any jurisdiction in which such
offer, solicitation or sale would be unlawful prior
to registration, exemption from registration or
qualification under the securities laws of any such
jurisdiction.
Copies of this press release are not being made and
may not be distributed or sent into the United
States, Australia, Canada, Japan or any other
jurisdiction in which such distribution would be
unlawful or would require registration or other
measures.
The securities referenced herein have not and will
not be registered under the U.S. Securities Act of
1933, as amended (the "Securities Act"), and may not
be offered or sold in the United States absent
registration or an exemption from the registration
requirements of the Securities Act. The Company does
not intend to register any part of the offering in
the United States or to conduct a public offering of
securities in the United States.
This document is a press release and not a prospectus
for the purposes of Directive 2003/71/EC (together
with any applicable implementing measures in any
Member State, the "Prospectus Directive").
In any EEA Member State 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
the Prospectus Directive, i.e., only to investors who
can receive the offer without an approved prospectus
in such EEA Member State.
This communication is directed only at (i) persons
who are outside the United Kingdom or (ii) persons
who have professional experience in matters relating
to investments falling within Article 19(5) of the
Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005 (the "Order") and (iii) high
net worth entities, and other persons to whom it may
lawfully be communicated, falling within Article 49
(2) of the Order (all such persons together being
referred to as "relevant persons").
Any investment activity to which this communication
relates will only be available to and will only be
engaged with, relevant persons. Any person who is not
a relevant person should not act or rely on this
press release or any of its contents.
This press release may contain forward-looking
statements. Forward-looking statements are statements
that are not historical facts and may be identified
by words such
as "believe," "expect," "anticipate," "intends," "esti
mate," "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 Havyard Group ASA 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.
The information, opinions and forward-looking
statements contained in this release speak only as at
its date, and are subject to change without notice.
Havyard Group ASA disclaims any obligation to update
and revise any forward-looking statements, whether as
a result of new information, future events or
otherwise.