NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, TOU.S. NEWS WIRE SERVICES OR FOR DISSEMINATION INTHE UNITED STATES ,CANADA ,AUSTRALIA ORJAPAN , OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL OR WOULD REQUIRE REGISTRATION OR OTHER MEASURES. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE SECURITIES DESCRIBED HEREIN. Limassol,June 09, 2022 S.D. Standard ETC Plc . ("SDSD") is contemplating a private placement for its 100% owned subsidiary, Standard Supply AS ("Standard Supply"), and a subsequent listing of Standard Supply's shares on Euronext Growth Oslo to finance further growth within the OSV segment. Standard Supply consists today of two 100% owned large-size PSVs and a 28.1% holding in five mid-sized PSVs. Five of the seven vessels are today operating in the spot market. The vessels, including cash and working capital, has a pre-money equity value ofNOK 448 million . "We are experiencing solid interest for our high-quality PSV assets with low overhead costs and no debt. We see strong signs of an unprecedented market upturn and our vessels are positioned to fully capture the soaring day rates," says Martin Nes, Chairman of the Bord of Directors of SDSD and Standard Supply, and continues: "By strengthening Standard Supply's financial profile further, teaming with tier-1 investors and creating a listed vehicle, the Company has a strong platform for leveraging on the growth and expansion opportunities in the upturn cycle for oil service vessels." To enable Standard Supply to grow at an early phase of an identified upcycle for oil service vessels, Standard Supply contemplates an equity issue (the "Private Placement") ofNOK 150 million to fund potential acquisitions of platform supply vessels. Standard Supply has retained Clarksons Securities AS (the "Manager") to advise on and effect such Private Placement. The contemplated Private Placement amount is fully covered and guaranteed prior to launch through a syndicate of cornerstone investors. Songa Capital AS, Uthalden AS and Coltrane Asset Management, have, subject to certain conditions, undertaken to apply for shares for a NOK amount equal toNOK 108.6 million . These cornerstone investors will receive full allocation for shares applied for by them in the Private Placement. A guarantee consortium led by Ferncliff Tih AS has guaranteed for subscription the remaining amount, corresponding to shares for an amount ofNOK 41.4 million . The guarantee consortium is entitled to be allocated shares for up toNOK 13.8 million in the Private Placement, but may elect, at its sole discretion, to receive allocation of new shares for a lesser amount. No commission or guarantee fee is being charged in connection with such commitments. Standard Supply will host an investor call onJune 9th at16:00 CET to present the company, its strategy as well as its view on the market sentiment. Log-in details and an investor presentation will be available on SDSD's web-site: https://www.standard-etc.com/ After the closing of the Private Placement, the shares of Standard Supply will be registered on Euronext NOTC inOslo , with first day of listing expected to be on or about16 June 2022 . In parallel, Standard Supply will initiate a process to list the shares of the company on Euronext Growth Oslo and anticipates, subject to satisfaction of all listing criteria and receipt of all necessary approvals and resolutions, that such listing and trading of the shares can take place during the month ofJuly 2022 . Upon successful listing of the shares of Standard Supply on Euronext Growth Oslo, the listing of the shares on Euronext NOTC will cease. Further information about the listing process on Euronext Growth Oslo will be given in due course. The Private Placement will be directed towards certain Norwegian and international institutional investors subject to applicable exemptions from relevant prospectus requirements, (i) outsidethe United States in reliance on Regulation S under the US Securities Act of 1933 (the "U.S. Securities Act") and (ii) inthe United States to investors that are either "qualified institutional buyers" ("QIBs") as defined in Rule 144A under the US Securities Act or institutional "accredited investors" within the meaning of Rule 501(a) under(1), (2) or (7) of theU.S. Securities Act. The minimum application and allocation amount has been set to the NOK equivalent ofEUR 100,000 , provided that Standard Supply reserves the right to, at its sole discretion; allocate lower amounts to the extent applicable exemptions from the prospectus requirements set forth in Regulation (EU ) 2017/1129 on prospectuses for securities and ancillary regulations are available. The application period will start on09 June 2022 at14:00 CET and end on10 June 2022 at08:00 CET . Standard Supply reserves the right to at any time and in its sole discretion resolve to close or extend the application period. A lock-up period of 90 days from closing of the Private Placement will apply to SDSD. Completion of the Private Placement is subject to the following conditions: (i) the corporate resolutions of Standard Supply required to implement the issue of the offer shares, including Standard Supply's board of directors' resolution to proceed with the Private Placement and a resolution by Standard Supply's extraordinary general meeting to issue the Offer Shares, and (ii) payment and registration of the share capital increase pertaining to the Private Placement in the Norwegian Registry ofBusiness Enterprises ("Brønnøysund").Clarksons Platou Securities is acting as Manager for the Private Placement.Advokatfirmaet CLP DA is acting as Norwegian legal counsel to SDSD and the Company. For further information about the Private Placement please contact: Clarksons Securities AS, +47 22 01 63 01. The information in this announcement is considered to be inside information pursuant to theEU Market Abuse Regulation for SDSD. This information is subject to the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act. Thisstock exchange notice was published by Espen Lundaas, consultant, on the 9 June at 14.00 CET. Important information The release is not for publication or distribution, in whole or in part directly or indirectly, in or intoAustralia ,Canada , Japan Hong Kong orthe United States (including its territories and possessions, any state ofthe United States and theDistrict of Columbia ). It is issued for information purposes only and does not constitute or form part of any offer or solicitation to purchase or subscribe for securities, inthe United States or in any other jurisdiction. The securities mentioned herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "US Securities Act"). The securities may not be offered or sold inthe United States except pursuant to an exemption from the registration requirements of the US Securities Act. Neither SDSD nor Standard Supply intend to register any portion of any offering of the securities inthe United States or to conduct a public offering of the securities inthe United States . Copies of this announcement are not being made and may not be distributed or sent intoAustralia ,Canada ,Japan orthe United States . The issue, subscription or purchase of shares in Standard Supply is subject to specific legal or regulatory restrictions in certain jurisdictions. Neither SDSD, Standard Supply nor the Manager assumes any responsibility in the event there is a violation by any person of such restrictions. The distribution of this release may in certain jurisdictions be restricted by law. Persons into whose possession this release comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. The Manager is acting for Standard Supply and no one else in connection with the potential Private Placement in the Company and will not be responsible to anyone other than the Company providing the protections afforded to their respective clients or for providing advice in relation to the Private Placement and/or any other matter referred to in this release. Forward-looking statements: This release and any materials distributed in connection with this release may contain certain forward-looking statements. By their nature, forward-looking statements involve risk and uncertainty because they reflect Standard Supply's current expectations and assumptions as to future events and circumstances that may not prove accurate. A number of material factors could cause actual results and developments to differ materially from those expressed or implied by these forward-looking statements.
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