WW ASA - Global Offering and Listing on Oslo Børs
Reference is made to the stock exchange notice dated 28 May 2010: The current
amount of outstanding shares in Oppstartsfase I ASA (to be renamed Wilh.
Wilhelmsen ASA) is 160,000,000. In the announced Global Offering in connection
with the listing of the company's shares on Oslo Stock Exchange, up to
127,934,000 shares will be offered. The Global Offering will target to raise
between USD 200 million and USD 400 million, at an indicative price range per
share of NOK 24.20 to NOK 28.20.
Given this price range, the indicative pre-money equity valuation of the company
is USD 600 million to USD 700 million.
The terms and conditions of the Global Offering will be presented in the listing
and offering prospectus, which is expected to be published no later than 1 June
2010, subject to the approval of the Norwegian Financial Supervisory Authority.
Carnegie ASA and Pareto Securities AS are acting as Joint Global Co-ordinators
and Joint Bookrunners in the Global Offering, while ABG Sundal Collier ASA,
Danske Markets, Fortis Bank Nederland and Nordea Markets are acting as Joint
Lead Managers and Co-Bookrunners.
Important Notice
The contents of this announcement have been prepared by and are the sole
responsibility of the Company. The Joint Global Co-ordinators and Bookrunners
and the Joint Lead Managers and Co-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 rotections afforded to their respective clients, or
for advice in relation to the contemplated Global Offering, the contents of this
announcement or any of the matters referred to herein.
The Global Offering and the distribution of this announcement and other
information in connection with the Global Offering 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 or in any
other jurisdiction. The Global Offering will not be made in any jurisdiction or
in any circumstances in which such offer or solicitation would be unlawful.
This announcement is not for distribution, directly or indirectly in or into any
jurisdiction in which it is unlawful to make any such offer or solicitation to
such person or where prior registration or approval is required for that
purpose. No steps have been taken or will be taken relating to the Global
Offering in any jurisdiction outside of Norway in which such steps would be
required. Neither the publication and/or delivery of this announcement shall
under any circumstances imply that there has been no change in the affairs of
the Company or that the information contained herein is correct as of any date
subsequent to the earlier of the date hereof and any earlier specified date with
respect to such information.
Securities may not be offered or sold in the United States absent registration
or an exemption from registration. The Offer Shares offered in the Global
Offering have not been and will not be registered under the United States
Securities Act of 1933, as amended (the "ecurities Act") or with any securities
regulatory authority of any state or other jurisdiction of the United States,
and may not be offered or sold within the United States, except in transactions
exempt from registration under the US Securities Act, or in any other
jurisdiction in which it would not be permissible to offer or sell such Offer
Shares. All offers and sales outside the United States will be made in reliance
on Regulation S under the US Securities Act.
This document does not constitute an offering circular or prospectus in
connection with an offering of securities of the Company. Investors must neither
accept any offer for, nor acquire, any securities to which this document refers,
unless they do so on the basis of the information contained in the prospectus to
be published by the Company. This document does not constitute an offer to sell,
or the solicitation of an offer to buy or subscribe for, any securities and
cannot be relied on for any investment contract or decision.
This information is subject of the disclosure requirements acc. to §5-12 vphl
(Norwegian Securities Trading Act)
[HUG#1420029]