Scatec Solar ASA - Contemplated private placement
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Oslo, 20 October 2020: Scatec Solar ASA ("SSO" or the "Company", ticker code "SSO") has retained BNP Paribas, DNB Markets, J.P. Morgan AG, Nordea Bank Abp, filial i Norge, SpareBank 1 Markets AS and Swedbank AB (publ) (in cooperation with Kepler Cheuvreux S.A.) as joint bookrunners (the "Joint Bookrunners") to advise on and effect a private placement of new shares directed towards Norwegian and international investors after the close of Oslo Stock Exchange today 20 October 2020 (the "Private Placement").
In the Private Placement, the Company is offering up to 20,652,478 new shares representing approximately 15% of the Company's outstanding share capital (the "Offer Shares"). The Offer Shares consist of up to 13,768,280 new shares to be issued by the board of directors (the "Board") pursuant to an authorisation given to it by the general meeting of the Company on 25 June 2020 (the "New Shares") and up to 6,884,198 shares contemplated issued at a general meeting of the Company, but lent by Scatec AS to facilitate settlement of the Private Placement.
The net proceeds from the Private Placement will be used (i) to refinance USD 300 million of the acquisition facilities totalling USD 700 million provided by BNP Paribas, DNB Bank ASA, Nordea Bank Abp, filial i Norge and Swedbank AB (publ) for the acquisition of SN Power and (ii) the remaining amount for growth capital and general corporate purposes.
Raymond Carlsen, CEO of the Company, has undertaken to subscribe for shares in the Private Placement for an amount of NOK 20 million, through his company Argentos AS.
The Private Placement will be directed towards existing shareholders as well as other Norwegian and international investors, in each case subject to an exemption from offer prospectus requirements and any other filing or registration requirements in the applicable jurisdictions and subject to other selling restrictions. The subscription price in the Private Placement will be determined by the Board through an accelerated book building process. The minimum subscription and allocation in the Private Placement have been set to the number of new shares that equals an aggregate subscription price of at least the NOK equivalent of EUR 100,000. The Company may however, at its sole discretion, allocate an amount below EUR 100,000 to the extent applicable exemptions from the prospectus requirement pursuant the Norwegian Securities Trading Act and ancillary regulations, or similar legislation in other jurisdictions, are available.