Reference is made to the stock exchange announcement from Magnora ASA («Magnora» or the «Company») on 9 November 2018 regarding the preliminary results of the secondary offering by Teekay Service Holdings Cooperatief U.A. («Teekay») (the “Teekay Offering”).
Teekay hereby announce that all conditions for completion of the offering have been satisfied, and as a result, Teekay has resolved to complete the Teekay Offering.
The application period in the Teekay Offering expired at 16:30 hours (CET) on 09 November 2018. The final results show valid and binding applications for in total 181 358 227 Sale Shares. Based on received applications at the expiry of the application period in the Teekay Offering, a total of 22,893,631 were allocated in accordance with the allocation criteria set out in the Prospectus. As a result, 22,893,631 Sale Shares will be sold at NOK 1.50 per share.
Following completion of settlement in the Teekay Offering, Teekay will hold 0 (nil) shares and 0 (nil) votes in Magnora.
Notifications of allocated Sale Shares in the Teekay Offering and the corresponding amount to be paid by each applicant will be set out in a separate letter to each applicant to be distributed on 13 November 2018. The payment of the Sale Shares will fall due on 19 November 2018 in accordance with the payment procedures described in the Prospectus. Subject to full payment being received, the Sale Shares are expected to be delivered to the VPS accounts of the applicants to whom they are allocated on or about 19 November 2018.
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This announcement is not and does not form a part of any offer for sale of any securities, and is for release, publication or distribution, directly or indirectly, in the United States, or any other jurisdiction in which such distribution would be unlawful or would require registration or other measures. Securities may not be sold in the United States absent registration with the United States Securities and Exchange Commission or an exemption from registration under the U.S. Securities Act of 1933, as amended. The Company does not intend to register of its securities in the United States. The distribution of this announcement into jurisdictions other than Norway may be restricted by law. Persons into whose possession this announcement comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. This announcement has not been approved by any regulatory authority.