NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN, HONG KONG 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.
Nordic Unmanned AS: Private Placement Successfully Placed – Raising NOK 99 million
NOVEMBER 30th, 2020 – Sandnes, Norway – Reference is made to the press release from Nordic Unmanned AS (the “Company”) published on 26 November 2020 regarding a contemplated private placement and listing on Euronext Growth (the "Offering").
The Company is pleased to announce that the Private Placement has been successfully placed through the allocation of 6,802,721 new shares in the Company (the “New Shares”). The offer price in the Private Placement was NOK 14.70 per share, corresponding to a pre-money equity value of approximately NOK 200 million, fully diluted. The Private Placement also included a discounted tranche towards employees of the Company. A total of 6,802,721 new shares will be issued in connection with the Offering, raising gross proceeds of approximately NOK 99 million. No existing shares are sold in the Offering.
The new shares will be issued by an extraordinary general meeting of the Company, expected to be held on or about December 7th, 2020. The Company will have 18,627,847 shares outstanding following the issuance of the new shares.
The Private Placement attracted strong interest and was substantially oversubscribed. As part of the Private Placement, employees of Nordic Unmanned were offered shares, and a very high share of the employees took part in the Placement.
“We are very pleased to see the strong interest from investors to take part in our flight going forward. The strong financial foundation we now have puts us in a position where we can increase our capacity and we will aim to capture the many opportunities that lies in the fast growing drone market ,” said Knut Roar Wiig, CEO of Nordic Unmanned.
Founded in 2014, Nordic Unmanned serves a number of large customers in Europe within areas such as environmental monitoring, fishery control, security, logistics and surveying and mapping. The total drone market in Europe is expected to grow by approximately 14 percent annually to around USD 10 billion in the period from 2020 to 2025. North America and Asia have similar growth rates.
Nordic Unmanned intends to apply for a listing of its shares on Euronext Growth Oslo. The first day of trading is expected to be on or about the 15th of December 2020.
SpareBank 1 Markets and SpareBank 1 SR-Bank Markets (the “Managers”) are engaged by the Nordic Unmanned (the “Company”) as financial advisors in connection with the contemplated private placement, and SpareBank 1 Markets has been engaged as Euronext Growth advisor in connection with the contemplated listing. Advokatfirmaet Schjødt AS is acting as legal advisor. Corporate Communications AS advises on communications and investor relations.
For more information, please contact:
Knut Roar Wiig, CEO, +47 92 66 66 59
About Nordic Unmanned
Nordic Unmanned delivers comprehensive data solutions through industry leading expertise, to assist both public and private customers in the transition to unmanned technology. The focus is to support demanding clients by collecting time-critical data with the use of unmanned technology. Founded in 2014, the company has offices in Stavanger, Oslo, and Frankfurt, and has quickly become one of Europe’s leading providers of unmanned systems and services, with operations across the continent. The company is ISO 9001-2015 certified by DNV-GL as a UAV and sensor operator. For more information visit nordicunmanned.com
This announcement is not and does not form a part of any offer to sell, or a solicitation of an offer to purchase, any securities of the Company. Copies of this announcement are not being made and may not be distributed or sent into any jurisdiction in which such distribution would be unlawful or would require registration or other measures.
The securities referred to in this announcement have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and accordingly may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and in accordance with applicable U.S. state securities laws. The Company does not intend to register any part of the offering in the United States or to conduct a public offering of securities in the United States. Any sale in the United States of the securities mentioned in this announcement will be made solely to "qualified institutional buyers" as defined in Rule 144A under the Securities Act.
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 Prospectus Regulation, i.e., only to investors who can receive the offer without an approved prospectus in such EEA Member State. The expression "Prospectus Regulation" means Regulation (EU) 2017/1129 as amended (together with any applicable implementing measures in any Member State).
This communication is only being distributed to and is only directed at persons in the United Kingdom 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 for 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.
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", "expect", "anticipate", "strategy", "intends", "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 believe 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 their control. Actual events may differ significantly from any anticipated development due to a number of factors, including without limitation, changes in public sector investment levels, changes in the general economic, political and market conditions in the markets in which the Company operates, the Company's ability to attract, retain and motivate qualified personnel, changes in the Company's ability to engage in commercially acceptable acquisitions and strategic investments, and changes in laws and regulation and the potential impact of legal proceedings and actions. 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. The Company does not make any guarantee that the assumptions underlying the forward-looking statements in this announcement are free from errors nor does it accept any responsibility for the future accuracy of the opinions expressed in this announcement or any obligation to update or revise the statements in this announcement to reflect subsequent events. You should not place undue reliance on the forward-looking statements in this announcement.
The information, opinions and forward-looking statements contained in this announcement speak only as at its date, and are subject to change without notice. The Company does not undertake any obligation to review, update, confirm, or to release publicly any revisions to any forward-looking statements to reflect events that occur or circumstances that arise in relation to the content of this announcement.
Neither the Managers nor any of their affiliates makes any representation as to the accuracy or completeness of this announcement and none of them accepts any responsibility for the contents of this announcement or any matters referred to herein.
This announcement is for information purposes only and is not to be relied upon in substitution for the exercise of independent judgment. It is not intended as investment advice and under no circumstances is it to be used or considered as an offer to sell, or a solicitation of an offer to buy any securities or a recommendation to buy or sell any securities of the Company. Neither the Managers nor any of their affiliates accepts any liability arising from the use of this announcement.
The distribution of this announcement and other information may be restricted by law in certain jurisdictions. Persons into whose possession this announcement or such other information should come are required to inform themselves about and to observe any such restrictions.