NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED
STATES OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE
UNLAWFUL. PLEASE SEE IMPORTANT NOTICE AT THE END OF THIS COMMUNICATION.
With reference to the authorization given by the AGM of Treasure ASA ("the
Company") on 15 March 2022 for the company to acquire up to 10% of outstanding
shares in the Company valid until the AGM in 2023, the Company hereby launches
an offer to all shareholders in the Company to buy back up to 6.000.000 shares
in Treasure ASA (the "Transaction").
The Company is at the release of the offer not in possession of material
non-public information neither regarding the Company itself nor the main asset
on the Company's balance sheet.
The offer will be carried out by means of a book building process with a bid
price of NOK 16,50 per share, standard commissions to apply. The Company is of
the opinion that the bid price is warranted by the relative large size of the
offering compared to average traded daily volume, current market conditions and
the overall low liquidity in the shares. The purpose of the buy-back is to
reduce the company's share count.
The book building starts on 5 September 2022 10:00 and ends on 8 September 2022
at 16:30. The Company has mandated Skandinaviska Enskilda Banken AB (publ) Oslo
Branch ("SEB") and Nordea Bank Abp, Filial I Norge ("Nordea") as bookrunners and
shareholders wanting to sell shares can contact SEB at +47 22 82 72 49 or Nordea
at +47 24 01 06 42.
The Company will - in the event of receiving acceptances above 6.000.000 shares
- allocate shares with the equal treatment of the shareholders as the primary
Pricing and allocation will follow before 18:00 on 8 September, the trade date
will be 8 September with settlement date 12 September 2022. Allocation is
subject to customary KYC and AML regulations.
For further information, please contact: Magnus Sande, CEO at +47 915 55 051.
For further information, please contact: Thomas Finnema, CFO at +47 481 55 159.
The Company reserve the right, at their own discretion, to acquire fewer or no
shares at all in the Transaction.
The information is subject to the disclosure requirements pursuant to section
5-12 of the Norwegian Securities Trading Act.
Neither Nordea nor SEB will not regard any other person (whether or not a
recipient of this document) as a client in relation to the Transaction and will
not be responsible to anyone other than the Company for providing the
protections afforded to its clients nor for the giving of advice in relation to
the Transaction or any other transaction, matter or arrangement referred to in
The Offer and the distribution of this announcement and other information in
connection with the offer may be restricted by law in certain jurisdictions. The
Company does not assume any responsibility in the event there is a violation by
any person of such restrictions. Persons into whose possession this announcement
or relevant information should come are required to inform themselves about and
to observe any such restrictions. The offer is not being made directly or
indirectly in, or by use of the mails of, or by any means or instrumentality of
interstate or foreign commerce of, or any facilities of a national securities
exchange of, the United States of America, its territories and possessions, any
State of the United States and the District of Columbia (the "United States").
This includes, but is not limited to, facsimile transmission, internet delivery,
e-mail and telephones. Copies of this release and any related documents are not
being, and must not be, mailed, e-mailed or otherwise distributed or sent in or
into the United States and so doing may invalidate any purported acceptance.
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