Hexagon Composites ASA Contemplated private placement and intention to spin off and list Hexagon Purus

Nachrichtenquelle: globenewswire
24.08.2020, 16:31  |  3217   |   |   

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

Hexagon Composites ASA (“Hexagon” or the “Company”) announces today that the Board of Directors has initiated a process with the intention to spin off and list Hexagon Purus (“e-mobility Business”) separately as an independent company (the “Spin Off”).

In preparation for the Spin Off, the Board of Directors has retained Carnegie AS and Skandinaviska Enskilda Banken AB (publ) as Joint Bookrunners (together the "Managers") to advise on and effect an undocumented private placement to raise proceeds of up to NOK 800 million, representing approximately 8.5% of the outstanding capital of the Company at current share price levels. The private placement will be directed towards Norwegian and international investors after the close of Oslo Stock Exchange today (the "Private Placement").

Hexagon Composites is today comprised of solutions across the clean fuels spectrum. Its business is organized into low emission gas mobility solutions (g-mobility) and zero emission hydrogen and battery electric mobility solutions (e-mobility).

The Private Placement will allow the e-mobility Business to be listed with the required capital to fund its initial development phase, as well as support general corporate purposes within g-mobility. The intention is that a portion of the shares in Hexagon Purus will be distributed to Hexagon’s shareholders in connection with a separate listing, with Hexagon retaining majority ownership after the distribution.

Hexagon plans to remain a significant long-term owner in Hexagon Purus to support and develop customer and shareholder value.

The Spin Off and listing

The Company considers the intended separation as an important step for strengthening both Hexagon’s g-mobility and e-mobility (Hexagon Purus) businesses. The Spin Off will unlock further value from an industrial and financial perspective by creating two focused companies, each with its own strategic agenda and investment story. The separation will also allow the two businesses to have individual strategies for future funding, capital allocation and dividend policy.

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