The board of directors of the Company have evaluated the proposal for an alternative transaction structure from a combination of existing and new professional investors, and is of the opinion that this is in the best interest of the Company and its shareholders.
The Company contemplates a capital raise to potentially raise gross proceeds of up to NOK 700 million through issuance of up to 70,000,000,000 new shares at a subscription price of NOK 0.01 per share (the "Offer Price"), comprising of the following elements:
- A contemplated private placement of new ordinary shares in the Company (the “New Shares”), raising gross proceeds of NOK 250 million (the “Private Placement”)
- A subsequent offering of new ordinary shares in the Company towards existing shareholders unable to participate in the Private Placement raising gross proceeds of up to NOK 100 million (the “Subsequent Offering”)
- An allocation of one subscription right for each new share allocated to investors participating in the Private Placement that can be exercised partially or fully on 31 January 2023, 28 February 2023, or 31 March 2023, raising gross proceeds of up to NOK 250 million
- An allocation of one subscription right for each new share allocated to investors participating in the Subsequent Offering that can be exercised on 31 March 2023, raising gross proceeds of up to NOK 100 million (the subscription rights in item iii) and iv) together referred to as the "Subscription Rights").
The net proceeds from the Private Placement will be used to re-establish the Company’s financial position to bring the Company through Q1 2023, while the Subsequent Offering and any proceeds from the exercise of Subscription Rights will enable the Company to be positioned to ramp-up for the coming spring and summer based on the Company’s business plan and market assumptions. The proceeds from the Private Placement will not make room for payment of Emission Trading System quotas (EU ETS) in April 2023 or the required buffer capital for the Company’s operations in Q2 2023. Accordingly, the Company will require additional capital to be raised by the end of Q1 2023 through the Subsequent Offering and any proceeds from the exercise of Subscription Rights. If the Company fails to raise this additional new capital by the end of Q1 2023, the Company may not be able to sustain its future operations.
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