Tuesday 24 November 2009

ECHEM - News on Private Placement

Successful completion of Private Placement

Reference is made to the stock exchange notice dated 5 November 2009 and 10 November 2009 regarding the contemplated private placement of shares (the "Private Placement") in Eitzen Chemical ASA ("Eitzen Chemical" or the "Company") and the notice of an extraordinary general meeting (the "EGM") dated 5 November 2009.

The Board of Directors of Eitzen Chemical has today resolved to propose to the Company's EGM, to be held on 26 November 2009, to issue a total of 515,200,000 new shares in Eitzen Chemical at a price of NOK 1.25 per share representing gross proceeds of NOK 644 million (equivalent to approximately USD 115 million). The subscription price was determined through a book-building process conducted by ABG Sundal Collier Norge ASA and Carnegie ASA, acting as Joint Lead Managers of the Private Placement.

"We are very pleased to see that we have been successful in raising new equity to Eitzen Chemical, based on the continued support from existing shareholders as well as new interest from prime domestic and international institutional investors. The equity issue is a key milestone in the process of re-establishing a robust financial platform for the company. We are confident that the actions that we have been taking through our restructuring will be to the long term advantage of all of our stakeholders, and are optimistic that we will get the support that is needed to now conclude this process and build a stronger Eitzen Chemical ", said Terje Askvig CEO of Eitzen Chemical.

Completion of the Private Placement is subject to; (i) the approval of the Private Placement by the EGM to be held on 26 November 2009; and (ii) agreements with Eitzen Chemical's banks regarding certain proposed amendments to the Company's main bank loan agreements.

The new shares to be issued in the Private Placement will not be tradable until the share capital increase has been resolved by the EGM, the share capital increase has been registered in the Norwegian Register of Business Enterprises, and a listing prospectus has been approved by the Oslo Stock Exchange, expected to take place on or about 30 November 2009.

Payment for the new shares to be issued in the Private Placement shall be made on 27 November 2009 following a resolution by the Company's EGM.

Camillo Eitzen & Co ASA, the main shareholder of Eitzen Chemical, was allocated 223,800,000 shares in the Private Placement and will own 45.53% of the shares of the Company following the completion of the Private Placement, but prior to completion of the Subsequent Offering described below.

Subject to final completion of the Private Placement, the Board of Directors of the Company has today resolved to propose to the Company's EGM that the contemplated subsequent offering shall comprise up to 67,200,000 new shares at NOK 1.25 per share and be directed towards those of the Company's existing shareholders registered in the Norwegian Central Securities Depository (the "VPS") on 10 November 2009 (i.e. the date of completion of the book-building process in the Private Placement) who were not offered to participate in the Private Placement (the "Subsequent Offering"). As a consequence, the shares in Eitzen Chemical will be traded without the right to participate in the Subsequent Offering from and including 11 November 2009. The timing and conditions for the proposed Subsequent Offering will be announced at a later stage.

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