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DELIVERY AND FIRST DAY OF TRADING FOR NEW SHARES AND WARRANTS
03 Jun 2025 08:39 CEST
Issuer
Lokotech Group AS
NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, THE HONG
KONG SPECIAL ADMINISTRATIVE REGION OF THE PEOPLE'S REPUBLIC OF CHINA OR JAPAN,
OR ANY OTHER JURISDICTION IN WHICH THE PUBLICATION, DISTRIBUTION OR RELEASE
WOULD BE UNLAWFUL.
Oslo, 3 June 2025: Reference is made to the stock exchange announcement
published by Lokotech Group AS (the "Company") on 2 June 2025 regarding the
registration in the Norwegian Register of Business Enterprises (Nw:
Foretaksregisteret) of the new share capital following issuance as part of the
rights issue (the "Rights Issue") of 417,536,230 new shares in the Company
("Offer Shares") to subscribers in the Rights Issue, and the issuance of
22,495,493 new shares ("Fee Shares") to the underwriters of the Rights Issue.
The subscribers in the Rights Issue have for every one (1) Offer Share allocated
to and paid by them, been allocated 0.131506 warrants ("Warrants"), rounded down
to the nearest whole Warrant. The Rights Issue resulted in the issuance of
54,908,272 Warrants to subscribers in the Rights Issue.
The Offer Shares have been delivered to the subscribers in their respective VPS
accounts ("VPS") and are tradable on Euronext Growth Oslo as of market open
today, 3 June 2025.
The Fee Shares will be delivered to the underwriters in the Rights Issue in
their respective VPS accounts during the course of today and are tradable on
Euronext Growth Oslo as of market open today, 3 June 2025.
It is expected that the Warrants, with ISIN NO 0013554253, will be delivered to
the subscribers in their respective VPS accounts, during the course of today, 3
June 2025.
The Warrants are listed and will be tradable on Euronext Growth Oslo under the
ticker code "LOKOS". Pending registration of the Warrants in VPS, a trading
suspension has been implemented for the Warrants (LOKOS). Once registration in
VPS has been completed, a new stock exchange announcement will be published, and
the trading suspension will be lifted. The Warrants are expected to be tradable
until on or about 9 April 2026 at 16:30 CEST. The Warrants will hence only be
tradable during part of the Exercise Period (as defined below).
Each Warrant gives the holder a right to subscribe for one new share in the
Company at an exercise price per share equal to the greater of (a) a 35%
discount to the volume-weighted average price (VWAP) of the Company's shares on
Euronext Growth Oslo over the last three trading days prior to the first date on
which the holder can exercise the Warrants; and (b) NOK 0.5130.
The Warrants are expected to be exercisable from on or about 1 April 2026 to on
or about 15 April 2026 (post annual report 2025) (the "Exercise Period").
Holders of Warrants may either sell the Warrants during the trading period for
the Warrants or use them to subscribe for shares in the Company within the
Exercise Period. As such, the Warrants may have a financial value for the
holders, depending on the prevailing market price for the shares in the Company.
Holders of Warrants who do not sell or use the Warrants to subscribe for shares
in the Company will experience a dilution of their shareholding in the Company,
see Section 5.29 "Dilution" in the prospectus published by the Company on 6 May
2025 in connection with the Rights Issue (the "Prospectus") for a further
description of such dilutive effect.
If the Warrants are not sold within 16:30 (CEST) on or about 9 April 2026 or
exercised within on or about 15 April 2026, the Warrants will lapse with no
compensation to the holders.
Exercise of Warrants during the Exercise Period must be carried out by written
notification to the Company, which must be received by the Company by the expiry
of the Exercise Period. The notice shall include the number of Warrants the
holder has and how many of these are exercised.
For more information pertaining to the Warrants, please see the Prospectus,
which is, subject to applicable local securities laws, available at the website
of the Company.
This information is subject to the disclosure requirements pursuant to the
Continuing Obligations and Section 5-12 of the Norwegian Securities Trading Act.
For more information, please contact:
CEO, Ola Stene-Johansen, email osj@lokotech.no
IMPORTANT NOTICE
These materials are not and do not form a part of any offer of securities for
sale, or a solicitation of an offer to purchase, any securities of the Company
in the United States or any other jurisdiction. Copies of these materials are
not being made and may not be distributed or sent into any jurisdiction in which
such distribution would be unlawful or would require registration or other
measures.
The securities referred to in this announcement have not been and will not be
registered under the U.S. Securities Act of 1933, as amended (the "Securities
Act"), and accordingly may not be offered or sold in the United States absent
registration or an applicable exemption from the registration requirements of
the Securities Act and in accordance with applicable U.S. state securities laws.
Any sale in the United States of the securities mentioned herein will be made
solely to "qualified institutional buyers" (QIBs) as defined in Rule 144A under
the Securities Act, pursuant to an exemption from the registration requirements
under the Securities Act, as well as to major U.S. institutional investors under
SEC Rule 15a-6 to the United States Exchange Act of 1934, as amended.
This communication contains certain forward-looking statements concerning future
events, including possible issuance of equity securities of the Company.
Forward-looking statements are statements that are not historical facts and may
be identified by words such as "believe", "expect", "anticipate", "strategy",
"intends", "estimate", "will", "may", "continue", "should" and similar
expressions. The forward-looking statements in this communication are based upon
various assumptions, many of which are based, in turn, upon further assumptions.
The Company believes that these assumptions were reasonable when made. However,
these assumptions are inherently subject to significant known and unknown risks,
uncertainties, contingencies and other important factors which are difficult or
impossible to predict and are beyond its control. Such risks, uncertainties,
contingencies and other important factors include the possibility that the
Company will determine not to, or be unable to, issue any debt, hybrid or equity
securities, and could cause actual events to differ materially from the
expectations expressed or implied in this release by such forward-looking
statements. The Company does not make any guarantee that the assumptions
underlying the forward-looking statements in this announcement are free from
errors. The information, opinions and forward-looking statements contained in
this communication speak only as at its date and are subject to change without
notice.
Each of the Company, the Managers and their respective affiliates disclaims any
obligation or undertaking to update, review or revise any statement contained in
this communication whether as a result of new information, future developments
or otherwise. Neither the Managers nor any of its affiliates makes any
representation as to the accuracy or completeness of this announcement and none
of them accepts any liability arising from the use of this announcement or
responsibility for the contents of this announcement or any matters referred to
herein. This announcement is for information purposes only and is not to be
relied upon in substitution for the exercise of independent judgment. It is not
intended as investment advice and under no circumstances is it to be used or
considered as an offer to sell, or a solicitation of an offer to buy any
securities or a recommendation to buy or sell any securities of the Company.
Certain figures contained in this announcement, including financial information,
have been subject to rounding adjustments. Accordingly, in certain instances,
the sum or percentage change of the numbers contained in this announcement may
not conform exactly with the total figure given.
The distribution of this announcement and other information may be restricted by
law in certain jurisdictions. Persons into whose possession this announcement or
such other information should come are required to inform themselves about and
to observe any such restrictions. Any failure to comply with these restrictions
may constitute a violation of the securities laws of any such jurisdiction.
Specifically, neither this announcement nor the information contained herein is
for publication, distribution or release, in whole or in part, directly or
indirectly, in or into or from the United States (including its territories and
possessions, any state of the United States and the District of Columbia),
Australia, Canada, Hong Kong, Japan or any other jurisdiction where to do so
would constitute a violation of the relevant laws of such jurisdiction.
More information:
Access the news on Oslo Bors NewsWeb site
Source
Lokotech Group AS
Provider
Oslo Børs Newspoint
Company Name
LOKOTECH GROUP AS, LOKOTECH GROUP TR
ISIN
NO0010921299, NO0013554253
Symbol
LOKO, LOKOS
Market
Euronext Growth