Hofseth Biocare ASA: SUCCESSFULLY PLACED PRIVATE PLACEMENT

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NOT TO DISTRIBUTE, PUBLISH OR DISTRIBUTE, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN OR THE UNITED STATES OR IN ANY OTHER JURISDICTION IN WHICH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE ILLEGAL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE SECURITIES DESCRIBED HEREIN.

(Ålesund, July 3, 2022) Reference is made to the stock exchange announcement of Hofseth Biocare ASA (“HBC” or the “Company”) issued on July 1, 2022 regarding a contemplated private placement.

The Company hereby announces that it has allotted 35,490,000 new shares of the Company (the “Offered Shares”) under a private placement (the “Private Placement”) at a subscription price of 4.00 NOK per Offered Share (the “Offer Price”), thereby generating gross proceeds of approximately NOK 141 million. The private placement was oversubscribed at the time of its completion.

The net proceeds of the private placement will be used for general corporate purposes. The company is also in the process of obtaining more fresh salmon raw material offcuts from nearby external sources to enable the Midsund plant to operate at over 80% capacity utilization at all times. The increase in demand for HBC’s human grade ingredients made from salmon by-products over the past 12 months has increased significantly in both the Petcare and Nutraceutical channels. There is now a solid pipeline for which a more constant supply of raw materials is required.

Notification of the allotment of the Offered Shares, including settlement instructions, will be sent to the applicants by means of a notification from the Company on or around July 4, 2022. The Offered Shares will be settled towards the investors in the Private Placement as soon as possible after full payment. has been received and the capital increase relating to the Private Placement has been registered with the Norwegian Companies Registry. The Offered Shares awarded under the Private Placement will be settled partly by cash payment and partly by conversion of outstanding debt and trade credits (a total of NOK 71,200,760).

In order to increase the share capital relating to the Private Placement, the Board of Directors of the Company has decided to issue 35,490,000 new shares of the Company in accordance with the authorization given by the annual general meeting of the Company on 29 April 2022. As announced on the stock exchange notice of July 1, 2022, the capital increase relating to the Private Placement has been split into two separate resolutions, pursuant to which Aqua-Spark will pay for the shares allocated to it by July 24, 2022 As a result, the share capital of the Company will be increased by NOK 354,900. Following the registration of the two capital increase resolutions, the Company will have 393,321,030 shares outstanding, each with a nominal value of NOK 0.01.

Completion of the Private Placement remains subject to payment of all share deposits and registration with the Norwegian Register of Commercial Enterprises of the Company’s share capital increase relating to the Private Placement.

In resolving the issue of shares offered under the private placement, the Board of Directors of the Company considered the structure of the private placement in light of equal treatment obligations under the Norwegian Securities Trading and Oslo Børs circular no. 2/2014 and is of the opinion that it was in the common interest of the Company and its shareholders to raise capital through the Private Placement. By structuring the capital increase as a private placement, the Company was able to raise capital efficiently, at no discount to the current price, at a lower cost and with significantly lower risk than a rights issue. In addition, the Offer Price has been set at a premium to the prevailing market price of the Company’s shares. Based on the foregoing, there are no plans to proceed with a subsequent repair issue to shareholders not participating in the Private Placement. Due to the structure of the Private Placement, shareholders’ preferential rights have been waived.

Advokatfirmaet CLP DA is acting as Norwegian legal counsel in connection with the private placement.

For more information, please contact:

Jon Olav Ødegård, Chief Financial Officer at HBC
Telephone: +47 936 32 966
Email: [email protected]

James Berger, CCO at HBC
Telephone: +41 79 950 1034
Email: [email protected]

About HBC:

HBC is a Norwegian supplier of consumer and pet health ingredients and an incubator for new pharmaceutical drugs. Research is ongoing to identify the individual elements of its ingredients that modulate inflammation and immune response with preclinical studies underway at several clinics and academic research labs. Leading clinical and preclinical candidates are focused on developing an oral treatment for inflammatory diseases caused by eosinophils (a type of white blood cell). Clinical trials with the oil are underway to improve lung inflammation in eosinophilic asthma and COPD (“smoker’s lung”) as well as in COVID. Other avenues focus on protecting the gastrointestinal (GI) system against inflammation (including ulcerative colitis and orphan necrotizing enterocolitis) and the use of salmon protein hydrolyzate peptide fractions (SPH also known as “ProGo”) as a medical food. to help treat age-related sarcopenia and as a treatment for iron deficiency anemia.

The company is founded on the core values ​​of sustainability, optimal use of natural resources and full traceability. Using innovative hydrolysis technology, HBC can preserve the quality of fat, protein and calcium in fresh leftover salmon. HBC’s head office is in Ålesund, Norway, with branches in Oslo, London, Zürich, Ningbo, New Jersey and Palo Alto.

HBC is listed on Oslo Børs with the ticker “HBC”. More information about HBC at hofsethbiocare.com and facebook.com/hofsethbiocare.

This information has been deemed to be inside information under the EU Market Abuse Regulation. This stock market announcement was published by Jon Olav Ødegård, Chief Financial Officer, at the time and on the date indicated.

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