Sevan Drilling ASA: Approved Prospectus and Details Regarding Subsequent Offering
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN OR THE UNITED STATES
Oslo, 13 February 2013
Reference is made to the stock exchange announcements made by Sevan Drilling ASA (the "Company") dated 14 January 2013, 15 January 2013 and 6 February 2013 regarding (i) a private placement (the "Private Placement") of 250,000,000 new shares in the Company (the "New Shares"), and (ii) the subsequent offering (the "Subsequent Offering") of up to 37,500,000 additional shares in the Company (the "Offer Shares").
The Financial Supervisory Authority of Norway has approved a prospectus (the "Prospectus") for (i) listing of the New Shares on Oslo Børs and (ii) offering and listing of the Offer Shares on Oslo Børs.
The subscription period for the Subsequent Offering commences 14 February 2013 and expires at 16:30 hours (CET) on 28 February 2013. The subscription price per Offer Share is NOK 3.95, equal to the subscription price in the Private Placement.
The Subsequent Offering will be directed towards existing shareholders of the Company holding less than 300,000 shares in the Company as of 14 January 2013, as registered in the Norwegian Central Securities Depository (the "VPS") on 17 January 2013 (the "Record Date"), who were not allocated New Shares in the Private Placement, and who are not resident in a jurisdiction where such offering would be unlawful, or would (in jurisdictions other than Norway) require any prospectus filing, registration or similar action (the "Eligible Shareholders"). Each Eligible Shareholder will be granted 0.748 non-tradable subscription rights for each share registered as held by such Eligible Shareholder as of the Record Date rounded down to the nearest whole subscription right. Each subscription right will, subject to applicable securities laws, give the right to subscribe for, and be allocated, one Offer Share. Over-subscription and subscription without subscription rights will not be allowed in the Subsequent Offering. Subscription rights not used to subscribe for Offer Shares before the end of the subscription period will lapse without compensation to the holder, and consequently be of no value.
The Prospectus and subscription form for the Subsequent Offering is available at www.sevandrilling.com, www.paretosec.com or www.swedbank.no and in hard copy by contacting one of the subscription offices mentioned below.
An information letter that includes information about where the Prospectus and the subscription form will be available, the number of subscription rights allocated to the Eligible Shareholder and certain other matters relating to the shareholding will be distributed to all Eligible Shareholders on or about 13 February 2013.
The subscription rights can be exercised by duly completing and delivering the subscription form, in accordance with the terms and conditions set out in the Prospectus, to one of the following subscription offices:
| Pareto Securities AS|
Dronning Mauds gate 3
P.O. Box 1411 Vika
N-0115 Oslo, Norway
Fax: +47 22 83 43 09
| Swedbank First Securities|
Filipstad Brygge 1
P.O. Box 1441 Vika
N-0115 Oslo, Norway
Fax: +47 23 23 80 21
Norwegian residents with a Norwegian personal identification number can subscribe online by accessing one of the web pages above.
Any questions or requests for assistance concerning the Subsequent Offering should be directed to one of the subscription offices mentioned above.
Pareto Securities AS and Swedbank First Securities are acting as joint lead managers and joint bookrunners for the Private Placement and the Subsequent Offering, and Carnegie AS is acting as co-manager for the Private Placement and the Subsequent Offering.
For further information about the Private Placement and the Subsequent Offering, reference is made to the Prospectus.
For further information, please contact:
Scott Kerr, CEO, Sevan Drilling ASA
+47 99283890 mobile
Jon H. Wilmann, CFO, Sevan Drilling ASA
+47 90560406 mobile
About Sevan Drilling:
Sevan Drilling ASA is an international offshore drilling contractor specializing in the ultra deepwater segment. Sevan Drilling ASA is listed on Oslo Børs.
This press release does not constitute or form part of an offer or solicitation to purchase or subscribe for securities in the United States. The securities referred to herein may not be offered or sold in the United States absent registration or an exemption from registration as provided in the U.S. Securities Act of 1933, as amended. The Company does not intend to register any portion of the offering of the securities in the United States or to conduct a public offering of the securities in the United States. Copies of this announcement are not being made and may not be distributed or sent into the Australia, Canada, Japan or the United States.
This information is subject of the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act.