Norwegian Property ASA ("Norwegian Property" or the "Company") contemplates a private placement of up to approximately 10 percent of the Company's share capital. The objective of the private placement is to strengthen the balance sheet and increase flexibility in the ongoing process to separate Norwegian Property into two companies, as announced on 23 February 2010.

 

In addition to potential separation models involving a spin-off and listing, Norwegian Property may also consider industrial alternatives or other structural transactions for its hotel business in order to deliver a separation, where this creates the most value for shareholders. When assessing alternative separation models, the effect which the different models will have on the Company's capital situation will be emphasised.

 

Norwegian Property has retained ABG Sundal Collier Norge ASA and Pareto Securities AS to manage the private placement of new shares, which will be directed towards professional Norwegian and international institutional investors (in such jurisdictions as permitted or catered for by exemption rules under applicable securities laws) after close of trading on the Oslo Stock Exchange today. The private placement will be carried out through an undocumented book-building process.

 

The contemplated private placement will comprise up to approximately 45 326 000 new shares, equal to up to approximately 10 percent of the current number of outstanding shares of Norwegian Property on a fully diluted basis.

 

The private placement is subject to the approval by the board of directors of Norwegian Property. The new shares will be issued pursuant to an authorization granted at the extraordinary general meeting held on 3 February 2010.

 
The subscription price will be determined through a book-building process. The book-building period will commence today (10 March 2010) at 17:30 (CET). The Company and the manager may at their discretion resolve to close the book-building at any time, however not earlier than at 19:00 (CET).
 
The minimum order and allocation in the private placement has been set to the number of shares that equals an aggregate subscription price of at least the NOK equivalent of EUR 50 000.
 
The following members of the Company's top management have pre-subscribed for shares in the private placement:
 
Olav Line, CEO: NOK 1.0 million
Svein Hov Skjelle, CFO: NOK 0.6 million

 

Payment for allocated shares will be on or about 16 March 2010. The new shares will be tradable as soon as the share issue has been registered in the Norwegian Register of Business Enterprises, which is expected to take place on or about 19 March 2010.

 

For further information, please contact:

 

Norwegian Property ASA

 

Olav Line

CEO

Tel: +47 48 25 41 49

Email: olav.line@norwegianproperty.no

 

Svein Hov Skjelle

CFO

Tel: +47 930 555 66

Email: svein.hov.skjelle@norwegianproperty.no

 

Elise Heidenreich-Andersen

Director of Investor Relations

Tel: +47 95 14 11 47

Email: eha@npro.no

 

 

IMPORTANT INFORMATION

 

This press release is for information purposes only and shall not constitute or be construed as an offer to buy, sell, issue, or subscribe for, or the solicitation of an offer to buy, sell, issue, or subscribe for any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

 

The shares referred to herein have not been and will not be registered under the U.S. Securities Act of  1933, as amended (the `U.S. Securities Act`), or any state securities laws, and will be sold within the United States only to qualified institutional buyers (`QIB`), as defined in Rule 144A under the U.S. Securities Act (`Rule 144A`), through affiliates of the manager, in reliance upon the exemption from the registration requirements provided by section 4(2) of the U.S. Securities Act Rule 144A, and to certain non-U.S. persons in offshore transactions in reliance on Regulation S under the U.S.  Securities Act. The shares to be offered will be subject to certain restrictions on transfer. 

 

This press release may contain certain forward-looking statements relating to the business, financial performance and results of the Company and/or the industry in which it operates.  Forward-looking statements concerning future circumstances and results and other statements that are not historical facts. Any forward-looking statements contained in this press release, including assumptions, opinions and views of  the Company or cited  from third  party sources are  solely opinions  and forecasts which are subject to risks, uncertainties and other factors that  may  cause  actual  events to differ materially from any anticipated development. None of the Company, the manager or any of their  affiliates  or  advisors   provide  any  assurance that the assumptions underlying such forward-looking statements are free from errors nor do any of them accept any  responsibility for the future accuracy of  the opinions  expressed  in this  press release or  the actual occurrence of the forecasted developments. Neither the Company nor the manager assume any obligation to update any forward-looking statements or to confirm these forward-looking statements to actual results.

 

This information is subject of the disclosure requirements acc. to §5-12 vphl (Norwegian Securities Trading Act)