Ensurge Micropower ASA

Private placement successfully placed

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO AUSTRALIA, CANADA, HONG KONG, JAPAN OR THE UNITED STATES OR ANY OTHER 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. 

Oslo, Norway, 15 June 2023: Reference is made to the stock exchange announcement published on 15 June 2023 by Ensurge Micropower ASA ("Ensurge" or the "Company") regarding a contemplated private placement (the "Private Placement") of new shares in the Company (the "Offer Shares"). Ensurge is pleased to announce that the Private Placement has been successfully placed, through an allocation of 74,422,849 Offer Shares in Tranche 1 (the "Tranche 1 Offer Shares") and an allocation of 409,817,412 Offer Shares in Tranche 2 (the "Tranche 2 Offer Shares"), at a subscription price of NOK 0.10 per Offer Share (the "Subscription Price") for total gross proceeds (i.e. both tranches) of approximately NOK 48.4 million. 

The Company has previously issued NOK 46,790,000 in convertible loans (the "Convertible Loans"), which are repayable on 17 August 2023. The Convertible Loans carry interest at a rate of 5% per annum. Holders representing 80.3% of the Convertible Loans have already, as at the date hereof, agreed to convert their loans (including interest) to shares in the Company at the same price as in the Private Placement, representing conversions of NOK 37.5 million of the principal amounts of the loans. The remaining Convertible Loan holders will be given the opportunity to convert their loans on the same terms. The conversion is subject to the approval of the EGM to complete the Private Placement, amend the conversion price and make the accrued interest on the Convertible Loans convertible on the same terms. 

The net proceeds from the Private Placement will be used to fund the Company's operations over the next 3-6 months. 

The share issue and associated share capital increase in Tranche 1 has been resolved by the Board of Directors of the Company pursuant to an authorization to issue new shares granted by the annual general meeting of the Company on 24 May 2023 (the "Authorization"). Following completion of Tranche 1 of the Private Placement, the Company's share capital will be NOK 81,865,134.70 divided into 818,651,347 shares, each with a par value of NOK 0.10.