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NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN, 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.
27 April 2021, Hamilton, Bermuda
Reference is made to the inventory change launch by Golden Ocean Group Limited (NASDAQ and OSE: GOGL) (the “Company”) on 26 April 2021 concerning the preliminary results of the subsequent providing (the “Subsequent Offering“).
Based on acquired subscriptions at the expiry of the subscription interval in the Subsequent Offering, a complete of 2,710,377 shares have been allotted in accordance with the allocation standards set out in the prospectus dated 14 April 2021. As a end result, the Company will situation 2,710,377 new shares at NOK 53.00 per share, elevating gross proceeds of NOK 143.6 million.
Notification of allocations in the Subsequent Offering and the corresponding quantity to be paid by every subscriber will probably be distributed to the related subscribers in a separate letter to every subscriber at present. The fee date for the Offer Shares is 29 April 2021.
Subject to full fee being acquired, the new shares are anticipated to be issued on or about 3 May 2021 and delivered to the subscribers’ VPS accounts on or about 5 May 2021.
The new shares issued in the Subsequent Offering are restricted shares underneath the U.S. securities legal guidelines and should solely be provided or bought in the United States pursuant to an exemption from the registration necessities of the US Securities Act (outlined beneath). Accordingly, the new shares are topic to the phrases and circumstances, together with the switch restrictions, set forth in the Subscription Form.
Arctic Securities AS and DNB Markets, a component of DNB Bank ASA, are performing as Managers for the Subsequent Offering. Advokatfirmaet Wiersholm AS is performing as the Company’s authorized advisor. Seward & Kissel LLP has been performing as the Company’s authorized counsel as to U.S. legislation and MJM Limited has been performing as the Company’s authorized counsel as to Bermuda legislation.
This data is topic of the disclosure necessities pursuant to part 5-12 of the Norwegian Securities Trading Act.
The launch will not be for publication or distribution, in complete or partially straight or not directly, in or into Australia, Canada, Japan or the United States (together with its territories and possessions, any state of the United States and the District of Columbia). This launch is an announcement issued pursuant to authorized data obligations, and is topic of the disclosure necessities pursuant to part 5-12 of the Norwegian Securities Trading Act. It is issued for data functions solely, and doesn’t represent or type half of any supply or solicitation to buy or subscribe for securities, in the United States or in some other jurisdiction. The securities talked about herein haven’t been, and won’t be, registered underneath the United States Securities Act of 1933, as amended (the “US Securities Act”). The securities will not be provided or bought in the United States besides pursuant to an exemption from the registration necessities of the US Securities Act. The Company doesn’t intend to register any portion of the providing of the securities in the United States or to conduct a public providing of the securities in the United States. Copies of this announcement will not be being made and will not be distributed or despatched into Australia, Canada, Japan or the United States. The situation, train, buy or sale of subscription rights and the subscription or buy of shares in the Company are topic to particular authorized or regulatory restrictions in sure jurisdictions. Neither the Company nor the Managers assumes any duty in the occasion there’s a violation by any particular person of such restrictions. The distribution of this launch might in sure jurisdictions be restricted by legislation. Persons into whose possession this launch comes ought to inform themselves about and observe any such restrictions. Any failure to adjust to these restrictions might represent a violation of the securities legal guidelines of any such jurisdiction. The Managers are performing for the Company and nobody else in reference to the Subsequent Offering and won’t be accountable to anybody aside from the Company offering the protections afforded to their respective shoppers or for offering recommendation in relation to the Subsequent Offering and/or some other matter referred to on this launch.
This launch and any supplies distributed in reference to this launch might comprise sure forward-looking statements. By their nature, forward-looking statements contain threat and uncertainty as a result of they mirror the Company’s present expectations and assumptions as to future occasions and circumstances that will not show correct. A quantity of materials elements might trigger precise results and developments to vary materially from these expressed or implied by these forward-looking statements. Please see the data that we file with and furnish to the U.S. Securities and Exchange Commission for a extra full dialogue of these elements and different dangers and uncertainties. The data set forth herein speaks solely as of the date hereof, and the Company disclaims any intention or obligation to replace any forward-looking statements in consequence of developments occurring after the date of this communication.
Source: Golden Ocean Group Limited