NORBIT : Private Placement Successfully Completed

NORBIT ASA - Private Placement Successfully Completed

02 Jul 2024 23:08 CEST

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Issuer

NORBIT ASA

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR
INDIRECTLY, IN OR INTO AUSTRALIA, NEW ZEALAND, CANADA, JAPAN, HONG KONG, SOUTH
AFRICA 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.

Trondheim, 2 July 2024: Reference is made to the stock exchange announcement by
NORBIT ASA ("NORBIT" or the "Company") (Euronext Oslo Børs trading symbol:
NORBT) earlier today, 2 July 2024, regarding a contemplated private placement
(the "Private Placement") of new ordinary shares in the Company (the "Offer
Shares") and of 27 June 2024 regarding the Company's execution of an agreement
to acquire 100% of the equity interest in INNOMAR Technologie GmbH ("Innomar").

NORBIT hereby announces that 2,597,403 Offer Shares have been successfully
placed at a subscription price of NOK 77 per Offer Share in the Private
Placement, raising gross proceeds of approximately NOK 200 million.

The Private Placement attracted strong interest from high quality investors, and
was multiple times oversubscribed.

Arctic Securities AS and SpareBank 1 Markets AS acted as joint lead managers and
bookrunners for the Private Placement (the "Managers").

The Company intends to use the net proceeds from the Private Placement to
partially finance the acquisition of 100% of the equity interest in Innomar (as
announced on 27 June 2024), to strengthen the Company's financial flexibility
and capital base for future growth, and for general corporate purposes.

The share capital increase pertaining to the Private Placement was resolved by
the Board of Directors of the Company (the "Board") on 2 July 2024 pursuant to
an authorization granted by the Company's annual general meeting held on 6 May
2024 (the "Authorization").

In order to facilitate timely delivery of shares to subscribers in the Private
Placement, delivery of shares allocated in the Private Placement will be made by
delivery of existing and unencumbered shares in the Company already listed on
Euronext Oslo Børs, pursuant to a share lending agreement entered into between
the Managers and Reitan Kapital AS ("Reitan Kapital") as share lender and the
Company. The share lending will be settled with new shares in the Company to be
issued by the Board pursuant to the Authorization.

Notification of allocation of the Offer Shares, including settlement
instructions, will be sent to the applicants that were allocated Offer Shares
through a notification from the Managers (the "Notification") on or about 3 July
2024. The shares allocated to investors in the Private Placement will be
tradable from the time of receipt by investors of the Notification of
allocation.

Reitan Kapital, as represented on the Company's Board by Håkon Kavli, had pre-
committed to subscribe for NOK 20 million, and was allocated 257,698 Offer
Shares in the Private Placement. Petors AS, a company wholly owned by the
Company's CEO, Per Jørgen Weisethaunet, had pre-committed to subscribe for NOK
2 million and was allocated 25,974 Offer Shares in the Private Placement.

Following issuance of the Offer Shares, the Company will have an issued share
capital of NOK 6,279,749.10 divided into 62,797,491 shares, each with a par
value of NOK 0.10.

As a consequence of the Private Placement structure, the shareholders'
preferential rights were deviated from. The Board has considered the Private
Placement in light of the equal treatment obligations under section 5-14 of the
Norwegian Securities Trading Act, section 2.1 of the Oslo Rule Book II, and Oslo
Børs' Circular no. 2/2014. The issuance of the Offer Shares is carried out as a
private placement in order to, among other things, raise equity to partially
finance the acquisition of 100% of the equity interest in Innomar and to
strengthen the Company's financial flexibility and capital base for future
growth. The Company had prior to launch of the Private Placement received pre-
commitments from Reitan Kapital and Petors AS to reduce transaction risk. The
Board was of the view that it was in the common interest of the Company and its
shareholders to raise equity through the Private Placement, in particularly in
light of the current market conditions and the purpose for which the funds are
raised. By structuring the transaction as a private placement, the Company was
able to raise equity efficiently and in a timely manner, at a favorable price
and at a lower cost, and with a significantly reduced completion risk, compared
to a rights issue. It has also been taken into consideration that the Private
Placement was based on a publicly announced accelerated bookbuilding process. On
this basis, and based on an assessment of the current equity markets, the Board
considered the Private Placement to be in the common interest of the Company and
its shareholders, and that it will not be required to implement a subsequent
offering.

Advisors

Arctic Securities AS and SpareBank 1 Markets AS acted as joint lead managers and
bookrunners for the Private Placement. Wikborg Rein Advokatfirma AS is acting as
legal counsel to the Company.

Contacts

Per Jørgen Weisethaunet, CEO, [phone]
Per Kristian Reppe, CFO, [phone]

MAR notice

This information is considered to be inside information pursuant to the EU
Market Abuse Regulation and is subject to the disclosure requirements pursuant
to section 5-12 of the Norwegian Securities Trading Act.

This stock exchange release was published by Elise Heidenreich, Investor
Relations, on the time and date provided.

ABOUT NORBIT ASA

NORBIT is a global provider of tailored technology to selected applications,
solving challenges and promoting sustainability through innovative solutions, in
line with its mission to Explore More. The company is structured in three
business segments to address its key markets: Oceans, Connectivity and Product
Innovation & Realization. The Oceans segment delivers tailored technology
solutions to global maritime markets. The Connectivity segment provides wireless
solutions for identification, monitoring and tracking. The Product Innovation &
Realization segment offers R&D services, proprietary products, and contract
manufacturing to key customers. NORBIT is headquartered in Trondheim with
manufacturing in Europe, has around 500 employees, and a worldwide sales and
distribution platform.

For more information: www.norbit.com

IMPORTANT INFORMATION

The information contained in this announcement is for background purposes only
and does not purport to be full or complete. No reliance may be placed for any
purpose on the information contained in this announcement or its accuracy,
fairness or completeness. The Managers or any of their respective affiliates or
any of their respective directors, officers, employees, advisors or agents
accepts any responsibility or liability whatsoever for, or makes any
representation or warranty, express or implied, as to the truth, accuracy or
completeness of the information in this announcement (or whether any information
has been omitted from the announcement) or any other information relating to the
Company, its subsidiaries or associated companies, whether written, oral or in a
visual or electronic form, and howsoever transmitted or made available, or for
any loss howsoever arising from any use of this announcement or its contents or
otherwise arising in connection therewith. This announcement has been prepared
by and is the sole responsibility of the Company.

Neither this announcement nor the information contained herein is for
publication, distribution or release, in whole or in part, directly or
indirectly, in or into or from the United States (including its territories and
possessions, any State of the United States and the District of Columbia),
Australia, New Zealand, Canada, Japan, Hong Kong, South Africa or any other
jurisdiction where to do so would constitute a violation of the relevant laws of
such jurisdiction. The publication, distribution or release of this announcement
may be restricted by law in certain jurisdictions and persons into whose
possession any document or other information referred to herein should inform
themselves about and observe any such restriction. Any failure to comply with
these restrictions may constitute a violation of the securities laws of any such
jurisdiction.

This announcement is not an offer for sale of securities in the United States.
The securities referred to in this announcement have not been and will not be
registered under the U.S. Securities Act, and may not be offered or sold in the
United States absent registration with the U.S. Securities and Exchange
Commission or an exemption from, or in a transaction not subject to, the
registration requirements of the U.S. Securities Act and in accordance with
applicable U.S. state securities laws. The Company does not intend to register
any securities referred to herein in the United States or to conduct a public
offering of securities in the United States.

Any offering of the securities referred to in this announcement will be made by
means of a set of subscription materials provided to potential investors.
Investors should not subscribe for any securities referred to in this
announcement except on the basis of information contained in the aforementioned
subscription material. In any EEA Member State, this communication is only
addressed to and is only directed at qualified investors in that Member State
within the meaning of the EU Prospectus Regulation, i.e. only to investors who
can receive the offer without an approved prospectus in such EEA Member State.

This communication is only being distributed to and is only directed at persons
in the United Kingdom that are "qualified investors" within the meaning of the
EU Prospectus Regulation as it forms part of English law by virtue of the
European Union (Withdrawal) Act 2018 and that are (i) investment professionals
falling within Article 19(5) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005, as amended (the "Order") or (ii) high net
worth entities, and other persons to whom this announcement may lawfully be
communicated, falling within Article 49(2)(a) to (d) of the Order (all such
persons together being referred to as "relevant persons"). This communication
must not be acted on or relied on by persons who are not relevant persons. Any
investment or investment activity to which this communication relates is
available only to relevant persons and will be engaged in only with relevant
persons. Persons distributing this communication must satisfy themselves that it
is lawful to do so.

This announcement is made by, and is the responsibility of, the Company. The
Managers and their respective affiliates are acting exclusively for the Company
and no-one else in connection with the Private Placement. They will not regard
any other person as their respective clients in relation to the Private
Placement and will not be responsible to anyone other than the Company, for
providing the protections afforded to their respective clients, nor for
providing advice in relation to the Private Placement, the contents of this
announcement or any transaction, arrangement or other matter referred to herein.

In connection with the Private Placement, the Managers and any of their
respective affiliates, acting as investors for their own accounts, may subscribe
for or purchase shares and in that capacity may retain, purchase, sell, offer to
sell or otherwise deal for their own accounts in such shares and other
securities of the Company or related investments in connection with the Private
Placement or otherwise. Accordingly, references in any subscription materials to
the shares being issued, offered, subscribed, acquired, placed or otherwise
dealt in should be read as including any issue or offer to, or subscription,
acquisition, placing or dealing by, the Managers and any of their respective
affiliates acting as investors for their own accounts. The Managers do not
intend to disclose the extent of any such investment or transactions otherwise
than in accordance with any legal or regulatory obligations to do so.

Matters discussed in this announcement may constitute forward-looking
statements. Forward-looking statements are statements that are not historical
facts and may be identified by words such as "believe", "aim", "expect",
"anticipate", "intend", "estimate", "will", "may", "continue", "should" and
similar expressions. The forward-looking statements in this release are based
upon various assumptions, many of which are based, in turn, upon further
assumptions. Although the Company believes that these assumptions were
reasonable when made, these assumptions are inherently subject to significant
known and unknown risks, uncertainties, contingencies, and other important
factors which are difficult or impossible to predict and are beyond its control.
Such risks, uncertainties, contingencies, and other important factors could
cause actual events to differ materially from the expectations expressed or
implied in this release by such forward-looking statements. Forward-looking
statements speak only as of the date they are made and cannot be relied upon as
a guide to future performance. The Company, the Managers and their respective
affiliates expressly disclaims any obligation or undertaking to update, review
or revise any forward-looking statement contained in this announcement whether
as a result of new information, future developments or otherwise. The
information, opinions and forward-looking statements contained in this
announcement speak only as at its date and are subject to change without notice.

More information:
Access the news on Oslo Bors NewsWeb site

Source

NORBIT ASA

Provider

Oslo Børs Newspoint

Company Name

NORBIT

ISIN

NO0010856511

Symbol

NORBT

Market

Oslo Børs