Successful completion of the Initial Public Offering on Oslo Børs
NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR
INDIRECTLY, TO U.S. NEWS WIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES, AUSTRALIA, CANADA
OR JAPAN, OR ANY OTHER JURISDICTION IN WHICH THE
DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.
Announcement from P/F Atlantic Petroleum
Successful completion of the Initial Public Offering
on Oslo Børs
Tórshavn, Faroe Islands, 10th December 2013
P/F Atlantic Petroleum ("Atlantic Petroleum" or
the "Company", Oslo Børs ticker symbol: "ATLA" and
NASDAQ OMX ticker symbol: "FO-ATLA") is pleased to
announce the successful completion of the
bookbuilding period for the initial public offering
of shares (the "Offering") of the Company. The shares
are priced at NOK 140 per share. The price is within
the non-binding indicative price range of NOK 140 -
160 as announced in the Company's Prospectus dated
26th November 2013 (the "Prospectus"). The price was
determined on the basis of the results of the book
building process in accordance with the terms of the
Offering as further described in the Prospectus.
The Offering is comprised of 1,050,000 new shares. In
addition, the Joint Global Coordinators have over-
allotted 157,500 shares, representing 15% of the
number of shares sold in the Offering before over-
allotments. The Company has granted the Joint Global
Coordinators an over-allotment right, exercisable by
Carnegie AS as stabilisation manager within 30 days
from the first day of listing on Oslo Børs, to cover
over-allotments or other short positions in
connection with the Offering (the "Over-Allotment
Right"). A separate disclosure will be issued by the
stabilisation manager regarding the over-allotment
and stabilisation activities.
Gross proceeds from the new shares to be issued by
the Company will be between NOK 147MM - 169MM (DKK
130MM - 150MM) depending on whether or not the Over-
Allotment Right is exercised. Net proceeds from the
new shares to be issued by the Company is expected to
be between NOK 128MM - 150MM (DKK 113MM - 133MM),
depending on whether or not the Over-Allotment Right
is exercised.
As a result of the Offering, Atlantic Petroleum meets
the criteria set by the Board of directors of Oslo
Børs for listing on Oslo Børs. Trading of the shares
in Atlantic Petroleum on Oslo Børs (ticker
symbol: "ATLA"), and the new shares on NASDAQ OMX
Copenhagen (ticker symbol: "FO-ATLA CSE") is expected
to commence on Thursday 12th December 2013.
The number of ordinary shares in issue following the
Offering will be 3,676,703 (not including shares to
be issued under the Over-Allotment Right, if any),
each with a nominal value of DKK 100. The share
capital increase is expected to be registered with
the Faroese Company Register on 11th December 2013.
Notifications of allotted shares and the
corresponding amount to be paid by each investor will
be distributed to the investors on 11th December
2013. Investors having access to investor services
through their VPS account manager will be able to
check the number of shares allocated to them from
approximately 09:00 hours (CET) on 11th December
2013. The Joint Global Coordinators may also be
contacted for information regarding allocation.
CEO Ben Arabo commented:
"We are delighted with the successful completion of
the Initial Public Offering on Oslo Børs, including
the trust and confidence shown to us by our existing,
as well as new Norwegian and international
shareholders. In particular, we are pleased with the
significant broadening of our institutional
shareholder base as a consequence of the offering.
The Norwegian capital market has a proven track
record for investing in exploration and production
companies, and we expect our new listing on Oslo Børs
and the proceeds from the Offering to be instrumental
in executing our ambitious growth strategy."
ABG Sundal Collier Norge ASA and Carnegie AS are
acting as Joint Global Coordinators and Joint
Bookrunners in connection with the Offering.
About Atlantic Petroleum
Atlantic Petroleum is a full cycle exploration and
production (E&P) Group focused on North West Europe.
Atlantic Petroleum currently holds 44 oil and gas
licences in the UK, Norway, Faroe Islands, Ireland
and the Netherlands, and has three fields in
production in the UK part of the North Sea. In
addition to this, the Group has one field under
development with first oil expected in 2015, two
additional potential development projects and a
substantial number of exploration prospects. Atlantic
Petroleum participates in joint ventures with 30
reputable, international partners. Atlantic
Petroleum's main office is located in Tórshavn, Faroe
Islands, and the Company has subsidiaries and
technical offices in London, UK and Bergen, Norway.
Atlantic Petroleum's existing shares are listed on
NASDAQ OMX Copenhagen and NASDAQ OMX Iceland. The
Company has applied for a delisting from NASDAQ OMX
Iceland, which is expected to be effective shortly
after completion of the Offering on Oslo Børs.
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 and subject to a prospectus being
approved and made public. Investors must neither
accept any offer for, nor acquire, any securities to
which this press release refers, unless they do so on
the basis of the information contained in the
Prospectus published by Atlantic Petroleum in
connection with the Offering.
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 contemplated
offering in the United States or to conduct a public
offering of securities in the United States.
Any offering of securities will be made by means of a
prospectus made available from the Company and that
contains detailed information about Atlantic
Petroleum and its management, as well as financial
statements. 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").
Investors should not subscribe for any securities
referred to in this document except on the basis of
information contained in a prospectus.
In any EEA Member State other than Norway and Denmark
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 will be able to receive the
contemplated 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.
Stabilisation/FCA
The Joint Global Coordinators and the Stabilisation
Manager and their affiliates are acting exclusively
for Atlantic Petroleum and no-one else in connection
with the Offering. They will not regard any other
person as their respective clients in relation to the
contemplated Offering and will not be responsible to
anyone other than Atlantic Petroleum for providing
the protections afforded to their respective clients,
nor for providing advice in relation to the Offering,
the contents of this communication or any
transaction, arrangement or other matter referred to
herein.
In connection with the Offering, the Joint Global
Coordinators and the Stabilisation Manager and any of
their affiliates, acting as investors for their own
accounts, may purchase shares and in that capacity
may retain, purchase, sell, offer to sell or
otherwise deal for their own accounts in such shares
and other securities of Atlantic Petroleum or related
investments in connection with the Offering or
otherwise. Accordingly, references in the prospectus
to the shares being offered, acquired, placed or
otherwise dealt in should be read as including any
offer to, acquisition, placing or dealing by, such
Joint Global Coordinators and the Stabilisation
Manager and any of their affiliates acting as
investors for their own accounts. The Joint Global
Coordinators and the Stabilisation Manager do not
intend to disclose the extent of any such investment
or transactions otherwise than in accordance with any
legal or regulatory obligations to do so.
This press release contains 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 Atlantic Petroleum 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
Atlantic Petroleum disclaims any obligation to update
and revise any forward-looking statements, whether as
a result of new information, future events or
otherwise.