Borgestad ASA: Korreksjon tilknyttet mulig reparasjonsemisjon

01 Mar 2022 10:03 CET

NOT FOR DISTRIBUTION, PUBLICATION OR RELEASE, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN OR INTO AUSTRALIA, CANADA, JAPAN, HONG KONG, SOUTH AFRICA OR THE
UNITED STATES OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION, PUBLICATION
OR RELEASE WOULD BE UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF
ANY OF THE SECURITIES DESCRIBED HEREIN.

Skien, 1. mars 2022: Det vises til børsmelding fra Borgestad ASA ("Selskapet")
28. februar 2022 vedørende planlagt rettet emisjon av nye aksjer ("Emisjonen")
og delvis innløsning av obligasjon.

Som nevnt i børsmeldingen vil styret, med forbehold om en vellykket
gjennomføring av Emisjonen, foreslå for Selskapets ekstraordinære
generalforsamling at det gjennomføres en etterfølgende reparasjonsemisjon av nye
aksjer i Selskapet. Siden tegningsperioden i den Rettede Emisjonen først vil
lukkes i dag, 1. mars 2022, vil reparasjonsemisjonen foreslås rettet mot (i)
aksjeeiere i Selskapet per 1. mars 2022 (som registrert i VPS 3. mars 2022) som
(ii) ikke ble tildelt aksjer i Emisjonen og (iii) ikke er bosatt i en
jurisdiksjon der et slikt tilbud ville være ulovlig eller, for andre
jurisdiksjoner enn Norge, hvor det kreves prospekt, tillatelser, registrering
eller lignende. Slike aksjeeiere vil bli gitt ikke-omsettelige retter til å
tegne og få tildelt nye aksjer i reparasjonsemisjonen. Opplysningen i
børsmeldingen av 28. februar 2022 om at reparasjonsemisjonen vil rettes mot
aksjeeiere per 28. februar 2022 (som registrert i VPS 2. mars 2022), er således
korrigert.

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For ytterligere informasjon, vennligst kontakt:

Pål Feen Larsen, Konsernsjef i Borgestad ASA
Tel: +47 48 84 53 33


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The information contained in this announcement is for background purposes only
and does not purport to be full or complete. No reliance may be placed for any
purpose on the information contained in this announcement or its accuracy,
fairness or completeness. Neither Arctic Securities AS (the "Manager") or any of
its affiliates or any of their respective directors, officers, employees,
advisors or agents accepts any responsibility or liability whatsoever for, or
makes any representation or warranty, express or implied, as to the truth,
accuracy or completeness of the information in this announcement (or whether any
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Borgestad ASA (the "Company").

Neither this announcement nor the information contained herein is for
publication, distribution or release, in whole or in part, directly or
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This announcement is not an offer for sale of securities in the United States.
The securities referred to in this announcement have not been and will not be
registered under the U.S. Securities Act, and may not be offered or sold in the
United States absent registration with the U.S. Securities and Exchange
Commission or an exemption from, or in a transaction not subject to, the
registration requirements of the U.S. Securities Act and in accordance with
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any securities referred to herein in the United States or to conduct a public
offering of securities in the United States.

This announcement is an advertisement and is not a prospectus for the purposes
of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14
June 2017 (the "EU Prospectus Regulation") (together with any applicable
implementing measures in any Member State). All of the securities referred to in
this announcement will be made by means of a set of subscription materials
provided to potential investors, except for the subsequent repair offering which
will be made on the basis of a listing and offering prospectus. Investors should
not subscribe for any securities referred to in this announcement except on the
basis of information contained in the aforementioned subscription materials or
for the subsequent repair offering, the prospectus.

In any EEA Member State, this communication is only addressed to and is only
directed at qualified investors in that Member State within the meaning of the
EU Prospectus Regulation, i.e. only to investors who can receive the offer
without an approved prospectus in such EEA Member State.

This communication is only being distributed to and is only directed at persons
in the United Kingdom that are "qualified investors" within the meaning of the
EU Prospectus Regulation as it forms part of English law by virtue of the
European Union (Withdrawal) Act 2018 and that are (i) investment professionals
falling within Article 19(5) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005, as amended (the "Order") or (ii) high net
worth entities, and other persons to whom this announcement may lawfully be
communicated, falling within Article 49(2)(a) to (d) of the Order (all such
persons together being referred to as "relevant persons"). This communication
must not be acted on or relied on by persons who are not relevant persons. Any
investment or investment activity to which this communication relates is
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is lawful to do so.

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Manager and its affiliates are acting exclusively for the Company and no-one
else in connection with the transactions described in this announcement. They
will not regard any other person as their respective clients in relation to the
transactions described in this announcement and will not be responsible to
anyone other than the Company, for providing the protections afforded to their
respective clients, nor for providing advice in relation to the transactions
described in this announcement, the contents of this announcement or any
transaction, arrangement or other matter referred to herein.

In connection with the transaction described in this announcement, the Manager
and any of its affiliates, acting as investors for their own accounts, may
subscribe for or purchase securities and in that capacity may retain, purchase,
sell, offer to sell or otherwise deal for their own accounts in such securities
of the Company or related investments in connection with the transactions
described in this announcement or otherwise. Accordingly, references in any
subscription materials to the securities being issued, offered, subscribed,
acquired, placed or otherwise dealt in should be read as including any issue or
offer to, or subscription, acquisition, placing or dealing by, the Manager and
any of its affiliates acting as investors for their own accounts. The Manager
does not intend to disclose the extent of any such investment or transactions
otherwise than in accordance with any legal or regulatory obligations to do so.

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