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
Reference is made to the stock exchange notice issued
by Carnegie AS ("Carnegie") on behalf of the Joint
Bookrunners on 2 October 2014 regarding potential
stabilisation activities in respect of the shares in
Scatec Solar ASA ("Scatec Solar"; ticker: SSO, ISIN:
001 0715139) in the period from 2 October 2014 to and
including 31 October 2014. Terms defined in the
prospectus of 12 September 2014 and the supplemental
prospectus dated 28 September 2014 shall have the
same meaning in this announcement.
Carnegie hereby gives notice that stabilisation was
undertaken in relation to the shares in Scatec Solar
with a total of 5,160,601 shares purchased as part of
the stabilisation. Stabilisation activities last
occurred on 30 October 2014. For each of the dates
during which stabilisation transactions were carried
out, the price range was as follows:
Trade date Price (low) Price (high)
02.10.2014 18.90 19.00
06.10.2014 18.50 19.00
07.10.2014 18.80 18.80
08.10.2014 18.20 18.80
09.10.2014 18.20 18.50
10.10.2014 18.00 18.40
13.10.2014 17.80 18.10
14.10.2014 17.80 18.10
15.10.2014 17.90 18.10
16.10.2014 17.90 17.90
17.10.2014 17.80 18.00
20.10.2014 17.90 17.90
21.10.2014 17.80 18.00
22.10.2014 17.50 17.50
23.10.2014 17.80 17.80
24.10.2014 17.80 17.80
27.10.2014 17.80 17.90
28.10.2014 18.00 18.00
29.10.2014 18.00 18.20
30.10.2014 18.70 18.80
Carnegie has redelivered the shares purchased through
stabilisation transactions to Scatec Invest AS,
Scatec Solar Ansatte AS and ITOCHU Corporation in
accordance with the terms in a share lending
agreement between the parties, and has exercised the
option to purchase a total number of 286,767 shares
in Scatec Solar (at the Offer Price of NOK 19.00 per
share) which was borrowed and over-allotted in the
Offering and for which the redelivery obligation
under the share lending agreement has not been
satisfied by delivery of the shares purchased during
the Stabilisation Period.
It is hereby notified that the Stabilisation Period
has ended.
***
3 November 2014
Carnegie AS
Important Notice:
This announcement is not and does not form a part of
any offer for sale of securities. This announcement
is not a prospectus for the purposes of Directive
2003/71/EC (together with any applicable implementing
measures in any Member State, the "Prospectus
Directive").
The distribution of this announcement may be
restricted by law in certain jurisdictions. The
Company assumes no responsibility in the event there
is a violation by any person of such restrictions.
Persons into whose possession this announcement or
such other information should come are required to
inform themselves about and to observe any such
restrictions. This announcement may not be used for,
or in connection with, and does not constitute, any
offer of securities for sale in the United States.
This announcement is not for publication or
distribution, directly or indirectly, in the United
States (including its territories and possessions,
any state of the United States and the District of
Columbia). This announcement does not constitute or
form part of any offer or solicitation to purchase or
subscribe for 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 of 1933, as amended (the "Securities
Act"), and accordingly may not be offered or sold in
the United States absent registration or an exemption
from the registration requirements of the Securities
Act and in accordance with applicable U.S. state
securities laws. 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.
The Joint Bookrunners are acting exclusively for the
Company and no one else, and will not be responsible
to anyone other than the Company for providing the
protections afforded to their clients, or for advice
in relation to the contents of this announcement or
any of the matters referred to herein.
This information is subject of the disclosure
requirements pursuant to section 5-12 of the
Norwegian Securities Trading Act.