Vow Green Metals AS, 9 July 2021: Following close of trading at Oslo Børs today,
on 9 July 2021, the demerger, through which the biocarbon business of Vow ASA
("Vow") was demerged from Vow and merged into Vow Green Metals AS ("VGM")
against distribution of shares in VGM to existing shareholders of Vow (the
"Demerger"), was registered with the Norwegian Register of Business Enterprises
(Nw. Foretaksregisteret) and in the Norwegian Central Securities Depositary (the
The exchange ratio in the Demerger is 93.5 (remaining) / 6.5 (transferred). Upon
completion of the Demerger, the share capital of Vow was reduced by NOK
742,689.155, from NOK 11,425,987 to NOK 10,683,297.845, by reducing the nominal
value of the existing shares with NOK 0.0065, from NOK 0.10 to NOK 0.09350.
Simultaneously with the reduction of Vow's share capital, VGM's share capital
was increased with NOK 742,689.155, from NOK 326,086.956 to NOK 1,068,776.111,
by the issuance of 114,259,870 consideration shares in VGM to the shareholders
of Vow as of 9 July 2021 (the cut-off date) as registered in the VPS as of 13
July 2021 (the record date). The consideration shares each have a par value of
NOK 0.0065 and are issued at a ratio of one (1) consideration share in VGM for
each share the eligible shareholders hold in Vow as at the cut-off date, as
shown in the VPS register of Vow as at the record date.
The consideration shares in VGM will be distributed on a pro rata basis to
shareholders of Vow as of the expiry of the expiry of 9 July 2021 (the cut-off
date), as such shareholders appear in the shareholders' register for Vow in the
VPS as of the record date, 13 July 2021. The first day of trading in Vow shares
exclusive of rights to consideration shares in VGM as demerger consideration
will thus be 12 July 2021 (the ex.date), and the first day of trading in the VGM
shares on Euronext Growth Oslo will be 12 July 2021. It is expected that the
consideration shares in VGM will be delivered and made available to the eligible
shareholders of Vow on or about 14 July 2021.
(*) Shareholders of Vow as of the expiry of the cut-off date as registered in
Vow's shareholders' register with the VPS as of the expiry of the record date,
will receive one (1) consideration share in VGM for each share they own in Vow
as of the expiry of the cut-off date as recorded in the VPS on the record date.
Trading in the VGM shares on Euronext Growth Oslo will commence prior to the
delivery of such shares to the eligible Vow shareholders' VPS accounts. Trades
during this period until delivery of the shares to entitled shareholders' VPS
accounts will be settled on a T+2 basis.
The above mentioned capital changes have resulted in updated articles of
association for both the Vow and VGM.
VGM will, from Monday 12 July 2021, trade under the ticker "VGM" on Euronext
Growth Oslo with ISIN NO 001 1037483. The information document prepared by VGM
in connection with its admission to trading on Euronext Growth Oslo will be
published by VGM on its ticker "VGM" on Newsweb prior to commencement of trading
of its shares on Euronext Growth Oslo.
For more information please contact:
Lars Mårdalen, CFO, Vow Green Metals AS
Tel: +47 91 10 77 02
Vow Green Metals AS build, own, and operate plants that produce high value
biocarbon for the metallurgical industry. In order to decarbonise the
metallurgical industry, there is a growing global interest in large scale
pyrolysis plants, motivated by both environmentally friendly treatment methods
for waste and for the production of biocarbon. Vow Green Metals AS aims to
provide solutions for the metallurgical industry and to meet the growing demand
for industry decarbonising.
This information is subject to the disclosure requirements pursuant to the
Continuing Obligations for Issuers of Shares in accordance with Oslo Rule Book
II - Issuer Rules.
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