Oslo, 31 October 2018: Reference is made to the stock exchange notice issued on
1 October 2018 regarding potential stabilisation activities in respect of the
shares in poLight ASA ("poLight" or the "Company"; OSE ticker: PLT, ISIN: NO
0010341712) in the period from 1 October 2018 to and including 30 October 2018
in connection with the Company’s initial public offering on the Oslo Stock
Exchange (the "Offering").
ABG Sundal Collier ASA ("ABGSC”), acting as stabilisation manager in the
Offering, hereby gives notice that stabilisation was undertaken in relation to
the shares in poLight with a total of 296,219 shares purchased as part of the
stabilisation. The shares were purchased at an average price of NOK 49.14 per
share and stabilisation activities last occurred on 30 October 2018. For each of
the dates during which stabilisation transactions were carried out, the price
range and average price per share purchased were as follows:
Trade date Price (low) Price (high) Price (average)
01.10.2018 50.00 50.00 50.00
02.10.2018 49.00 49.50 49.25
03.10.2018 49.00 49.00 49.00
04.10.2018 48.50 48.50 48.50
05.10.2018 47.50 48.50 48.12
08.10.2018 47.50 47.50 47.50
09.10.2018 47.00 47.50 47.40
10.10.2018 47.00 47.00 47.00
11.10.2018 46.50 47.00 46.94
12.10.2018 47.00 47.50 47.44
16.10.2018 48.00 48.00 48.00
17.10.2018 48.00 48.00 48.00
23.10.2018 48.00 48.00 48.00
24.10.2018 48.00 48.00 48.00
25.10.2018 48.00 48.00 48.00
26.10.2018 48.00 48.00 48.00
29.10.2018 48.00 48.00 48.00
30.10.2018 48.00 48.00 48.00
ABGSC will redeliver the shares purchased through stabilisation transactions to
Viking Venture III AS in accordance with the terms of a share lending agreement
between the parties and the Company. Furthermore, ABG Sundal Collier has
exercised the option to subscribe for a total of 93,781 new shares in poLight at
the price in the Offering (NOK 50.00 per share), which will be used to satisfy
the redelivery obligation under the share lending agreement not been covered by
delivery of the shares purchased during the stabilisation period. poLight will,
as such, receive an additional NOK 4.7 million in net proceeds from the Offering
and the Company will also receive the profit arising from the abovementioned
stabilisation activities. Reference is made to the prospectus for the Offering
for additional descriptions of these arrangements.
For further information, please contact:
ABG Sundal Collier ASA
Magnus Kvinge
Tel: +47 22 01 60 00
Important Notice:
Neither this announcement or a copy of it may be published, distributed or
transmitted in the United States, Canada, Switzerland, Japan, Australia or the
Hong Kong Special Administrative Region of the People’s Republic of China. Any
failure to comply with this restriction may constitute a violation of securities
laws in United States, Canada, Switzerland, Australia or the Hong Kong Special
Administrative Region of the People’s Republic of China, South Africa or Japan.
The distribution of this announcement in other jurisdictions may be restricted
by law and persons into whose possession this announcement comes should inform
themselves about, and observe, any such restrictions.
This announcement do not constitute an offer of securities for sale or a
solicitation of an offer to purchase securities (the "Shares") of poLight ASA
(the "Company") in the United States, Norway, Sweden or any other jurisdiction.
The Shares of the Company may not be offered or sold in the United States absent
registration or an exemption from registration under the U.S. Securities Act of
1933, as amended (the "Securities Act"). The Shares of the Company have not
been, and will not be, registered under the Securities Act. Any sale in the
United States of the securities mentioned in this communication will be made
solely to "qualified institutional buyers" as defined in Rule 144A under the
Securities Act. Any offering of securities will be made by means of a prospectus
to be published that may be obtained from the Company or selling security
holder, once published, and that will contain detailed information about the
Company and its management, as well as financial statements.
This announcement is an advertisement and does not constitute a prospectus for
the purposes of Directive 2003/71/EC, as amended (together with any applicable
implementing measures in any Member State, the "Prospectus Directive").
Investors should not subscribe for any securities referred to in these materials
except on the basis of information contained in the prospectus. A Prospectus
prepared pursuant to the Prospectus Directive and approved by the competent
authority in Norway and Sweden is expected to be published by the Company before
the Offering period commences (if ever commenced) and, when and if published,
can be obtained on the Company's website, subject to regulatory restrictions.
Investors should not subscribe for any securities referred to in this
announcement except on the basis of information contained in the Prospectus.
Before purchasing any securities, persons viewing this announcement should
ensure that they fully understand and accept the risks which will be set out in
the Prospectus when published. The information in this announcement is for
background purposes only and does not purport to be accurate or complete. No
reliance may be placed for any purpose on the information contained in this
announcement or its accuracy or completeness.
In any EEA Member State other than Norway and Sweden (from the time the
prospectus has been approved by the Financial Supervisory Authority of Norway,
in its capacity as the competent authority in Norway, and published in
accordance with the Prospectus Directive as implemented in Norway and passported
into Sweden) that has implemented the Prospectus Directive, this communication
is only addressed to and is only directed at "qualified investors" in that
Member State within the meaning of Article 2(1)(e) of the Prospectus Directive
("Qualified Investors") and such other persons as this document may be addressed
on legal grounds, i.e., only to investors to whom an offer of securities may be
made without the requirement for the Company to publish a prospectus pursuant to
Article 3 of the Prospectus Directive in such EEA Member State.
In the United Kingdom, this announcement is only being distributed to and are
only directed at Qualified Investors who (i) are 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) are persons
falling within Article 49(2)(a) to (d) of the Order (high net worth companies,
unincorporated associations, etc.) (all such persons together being referred to
as "Relevant Persons"). This announcement are directed only at Relevant Persons
and must not be acted on or relied on by persons who are not Relevant Persons.
Any investment or investment activity to which this document relates is
available only to Relevant Persons and will be engaged in only with Relevant
Persons.
Matters discussed in this announcement may constitute forward-looking
statements. 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 release are based
upon various assumptions, many of which are based, in turn, upon further
assumptions. Although the Company believes that these assumptions were
reasonable when made, 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 could cause
actual events to differ materially from the expectations expressed or implied in
this release by such forward-looking statements.
The information, opinions and forward-looking statements contained in this
announcement speak only as at its date, and are subject to change without
notice. Each of the Company, the Joint Bookrunners and their respective
affiliates expressly disclaim any obligation or undertaking to update, review or
revise any forward-looking statement contained in this announcement whether as a
result of new information, future developments or otherwise. This announcement
does not constitute a recommendation concerning any offer of securities. The
price and value of securities and any income from them can go down as well as
up. Past performance is not a guide to future performance. Information in this
announcement or any of the documents relating to the IPO cannot be relied upon
as a guide to future performance. There is no guarantee that the listing on Oslo
Børs will occur and you should not base your financial decisions on the
Company's intentions in relation to the listing at this stage. Potential
investors should consult a professional advisor as to the suitability of the IPO
for the entity concerned. The Joint Bookrunners and their respective affiliates
are acting exclusively for the Company and no one else in connection with the
IPO.
In connection with the IPO, the Joint Bookrunners and any of their affiliates,
may take up a portion of the Shares in the IPO as a principal position and in
that capacity may retain, purchase, sell, offer to sell for their own accounts
such securities and other securities of the Company or related investments in
connection with the IPO or otherwise. Accordingly, references in the Prospectus,
once published (if published), 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
Joint Bookrunners and any of their affiliates acting as investors for their own
accounts. The Joint Bookrunners do 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.
None of the Joint Bookrunners or any of their respective 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 information has been omitted
from the announcement) or any other information relating to the Company, its
subsidiaries or associated companies, whether written, oral or in a visual or
electronic form, and howsoever transmitted or made available, or for any loss
howsoever arising from any use of this announcement or its contents or otherwise
arising in connection therewi