NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN 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.
Archer Limited: New shares issued
Reference is made to the previous stock exchange notices published in connection with the private placement (the “Private Placement”) of 84,000,000 new shares (the “New Shares”) in Archer Limited (OSE: ARCHER) (the “Company”).
The New Shares have been validly issued, and the Company’s issued share capital has been increased to USD 1,423,567.16 divided into 142,356,716 ordinary shares, each share with a nominal value of USD 0.01.
The New Shares will not be listed or tradable on the Oslo Stock Exchange until a listing prospectus for the New Shares has been approved by the Norwegian Financial Supervisory Authority. Pending such listing, the New Shares will be registered in the Norwegian Central Securities Depository (VPS) on a separate ISIN BMG0451H1253 and registered on the NOTC-list from 3 March 2017 under the symbol “ARCHA”.
The New Shares are expected to be registered with the company’s ordinary ISIN BMG045H1170 and thereafter commence to trade on the Oslo Stock Exchange under the company’s ordinary trading symbol “ARCHER” upon approval of the listing prospectus for the New Shares, expected late March or early April 2017.
For further information, please contact:
Dag Skindlo, CFO and EVP Strategy
+ 47 98 22 66 24
Joachim Houeland, Corporate Treasurer and Investor Relations
+47 48 27 87 48
The release is not for publication or distribution, in whole or in part directly or indirectly, in or into Australia, Canada, Japan or the United States (including its territories and possessions, any state of the United States and the District of Columbia) or any other jurisdiction in which the release, publication or distribution would be unlawful. This release is an announcement issued pursuant to legal information obligations, and is subject of the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act. It is issued for information purposes only, and does not constitute or form part of any offer or solicitation to purchase or subscribe for securities, in the United States or in any other jurisdiction. The securities mentioned herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “US Securities Act”). The securities may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the US Securities Act. 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 Australia, Canada, Japan or the United States. The issue, exercise, purchase or sale of subscription rights and the subscription or purchase of shares in the Company are subject to specific legal or regulatory restrictions in certain jurisdictions. Neither the Company nor the Managers assumes any responsibility in the event there is a violation by any person of such restrictions.
The distribution of this release may in certain jurisdictions be restricted by law. Persons into whose possession this release 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. The Managers are acting for the Company and no one else in connection with the Private Placement and will not be responsible to anyone other than the Company for providing the protections afforded to their respective clients or for providing advice in relation to the Private Placement and/or any other matter referred to in this release.
This release and any materials distributed in connection with this release may contain certain forward-looking statements. By their nature, forward-looking statements involve risk and uncertainty because they reflect the Company’s current expectations and assumptions as to future events and circumstances that may not prove accurate. A number of material factors could cause actual results and developments to differ materially from those expressed or implied by these forward-looking statements.