NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR
INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN, HONG KONG OR THE UNITED STATES OR ANY
OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE
UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE
SECURITIES DESCRIBED HEREIN.
Reference is made to the stock exchange announcement made by Havila Kystruten AS
(the "Company") on 19 June 2023 regarding the Company's revised refinancing
plan, comprising an integrated EUR 65m equity private placement (the "Equity
Private Placement") and EUR 325m bond financing. The Company has received a term
sheet from an institutional investor for a private debt solution which is deemed
more attractive than the terms contemplated in the bond issue. Furthermore,
additional institutional investors have communicated that they are contemplating
providing terms for similar private bilateral debt solution. Consequently, the
Company has decided to pursue such alternative track and engage with said
parties.
An Extraordinary General Meeting has been summoned to be held today, Tuesday 27
June 2023 at 09:00, to resolve the Equity Private Placement. The meeting will be
held as planned, but as the debt instrument differs from the originally
envisaged bond structure, the subscribers in the Equity Private Placement will
be requested to reconfirm their orders at a later stage.
Arctic Securities AS, Fearnley Securities AS and Nordea Bank Abp, filial i Norge
are acting as Managers for the contemplated refinancing of the Company. Wikborg
Rein Advokatfirma AS and Advokatfirmaet Thommessen AS are acting as legal
counsel to Havila Kystruten AS and the Managers, respectively.
This information is considered to be inside information pursuant to the EU
Market Abuse Regulation.
This stock exchange announcement was published by Arne Johan Dale, CFO of Havila
Kystruten AS, on 27 June 2023 at 09:00 CEST.
Contacts:
Chief Executive Officer Bent Martini +47 905 99 650
Chief Financial Officer Arne Johan Dale +47 909 87 706
Important information:
The release is not for publication or distribution, in whole or in part directly
or indirectly, in or into Australia, Canada, Japan or the United States
(including its territories and possessions, any state of the United States and
the District of Columbia). This release is an announcement issued pursuant to
legal information obligations, and is subject of the disclosure requirements
pursuant to section 5-12 of the Norwegian Securities Trading Act. It is issued
for information purposes only, and does not constitute or form part of any offer
or solicitation to purchase or subscribe for securities, in the United States or
in any other jurisdiction. The securities mentioned herein have not been, and
will not be, registered under the United States Securities Act of 1933, as
amended (the "US Securities Act"). The securities may not be offered or sold in
the United States except pursuant to an exemption from the registration
requirements of the US Securities Act. The Company does not intend to register
any portion of the offering of the securities in the United States or to conduct
a public offering of the securities in the United States. Copies of this
announcement are not being made and may not be distributed or sent into
Australia, Canada, Japan or the United States.
The issue, subscription or purchase of shares in the Company is subject to
specific legal or regulatory restrictions in certain jurisdictions. Neither the
Company nor the Managers assume any responsibility in the event there is a
violation by any person of such restrictions.
The distribution of this release may in certain jurisdictions be restricted by
law. Persons into whose possession this release comes should inform themselves
about and observe any such restrictions. Any failure to comply with these
restrictions may constitute a violation of the securities laws of any such
jurisdiction.
The Managers are acting for the Company and no one else in connection with the
Private Placement and will not be responsible to anyone other than the Company
providing the protections afforded to their respective clients or for providing
advice in relation to the Private Placement and/or any other matter referred to
in this release.
Forward-looking statements: This release and any materials distributed in
connection with this release may contain certain forward-looking statements. By
their nature, forward-looking statements involve risk and uncertainty because
they reflect the Company's current expectations and assumptions as to future
events and circumstances that may not prove accurate. A number of material
factors could cause actual results and developments to differ materially from
those expressed or implied by these forward-looking statements.