NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, WITHIN OR TO THE United States of America, Australia, Canada, South Africa, Switzerland, Hong Kong or Japan OR ANY OTHER JURISDICTION WHERE DISTRIBUTION OF THIS PRESS RELEASE WOULD BE UNLAWFUL
The subscription period in Alliance Oil Company Ltd’s (“Alliance Oil” or the “Company”) preference share issue expired yesterday. The transaction has received strong interest from a broad range of investors including both institutional and retail investors, in Sweden and internationally.
Following a bookbuilding process, the issue price for the new preference shares was set at SEK 280 per share, representing a yield of about 10.7 percent based on a yearly dividend payment of SEK 30, and a price SEK 10 higher than the initial price at which the security was first issued in December 2012. A total of 2.28 million shares will be issued, indicating that the Company will raise approximately SEK 638 million (approximately USD 100 million) before transaction related costs. Following the transaction, the total number of shares in the Company will increase by 2.28 million to 178.81 million, of which 7.28 million are preference shares. The preference shares will thus represent 0.4 percent of the votes and 4.1 percent of the capital in the Company.
The settlement date will be 26 June 2013 and the first day of trading for the new shares on NASDAQ OMX Stockholm is expected to be 4 July 2013.
“Alliance Oil has successfully concluded a capital markets transaction with significant interest from European investors, primarily supported by strong demand from Scandinavian and Russian buyers. The reiterating markets’ confidence in the Company allowed us to reach the objective of this transaction – improved capital structure and increased financial flexibility in line with the Company’s long term strategy” said Arsen Idrisov, Managing Director of Alliance Oil.
In relation to the new issue, Alliance Oil has made a commitment to Carnegie Investment Bank and Gazprombank limiting the Company from issuing new preference shares during a period of 6 months from the completion of this offering.
Carnegie Investment Bank acted as Global Coordinator and Joint Bookrunner, Gazprombank acted as Joint Bookrunner and Swedbank acted as Co-lead Manager. Baker & McKenzie acted as legal advisor to Alliance Oil.
For further information please contact:
Arsen Idrisov, Managing Director, Alliance Oil Company, Tel.: +7 495 777 18 08
Eric Forss, Chairman, Alliance Oil Company, Tel.: +46 8 611 49 90
Also visit www.allianceoilco.com
Important information
This press release is not an offering to subscribe for securities in Alliance Oil but an announcement regarding the outcome of the issue of preference shares for which the subscription period ended on 19 June 2013. Further information regarding the rights issue can be found in the prospectus which was approved by the Swedish Financial Supervisory Authority on 5 June 2013. Terms not defined in this press release have the same meanings as defined in the prospectus to which this press release refers to.
The distribution of this press release may in certain jurisdictions be subject to legal restrictions, and persons who access it, or part of it, should familiarize themselves with and comply with such legal restrictions. The information in this press release does not constitute an offering to sell securities or solicitation to buy securities; neither shall there be any sale of the securities referred to herein in any jurisdiction in which such an offering or solicitation to buy or sell would require the production of additional prospectuses or any other offering documents, or would not be legal without registration or applicable exemptions from registration pursuant to securities legislation in such jurisdictions.
This press release neither constitutes, nor represents part of an offering or solicitation of an offering to buy or subscribe for securities pursuant to the US Securities Act of 1933, as amended (“Securities Act”), and any securities referred to herein may not be offered or sold in the United States of America without registration in accordance with the Securities Act or exemptions related to it. The securities referred to herein are not offered to the public in the United States of America and copies of this press release will not be made available and may not be distributed or sent, wholly or in part, directly or indirectly to the United States of America, Australia, Canada, South Africa, Switzerland, Hong Kong or Japan. Carnegie, Gazprombank and Swedbank are acting on behalf of the Company and for no other party in connection with the offering and will not be liable to any party except the Company as agreed between the parties.
Carnegie, Gazprombank and Swedbank do not accept any responsibility whatsoever and do not provide any guarantee, either explicitly or implicitly, regarding the content of this document, including its accuracy, its comprehensiveness or its verification, or for any statement that has been made or is intended to be made by these or on their behalf in connection with the Company and the offering and nothing in this press release is or shall be relied upon as an undertaking or commitment in this respect, irrespective of the future or the past. In accordance herewith, Carnegie, Gazprombank and Swedbank completely disclaim liability to the extent permitted by law, as well as all liability, regardless of whether it pertains to damages, agreements or any other matter that it would otherwise have had in respect of this press release or any such statement.
This press release has not been approved by any authority. This press release is not a prospectus and investors should not subscribe for or purchase securities referred to in this press release, except for those based on information in the prospectus that has been published in accordance with the above.
This press release may contain forward-looking statements that reflect executive management’s current view of future events and potential financial development. While Alliance Oil believes that the expectations described in such statements are reasonable, there is no guarantee that these forward-looking statements will be realized or correct. Consequently, as a result of various factors, the outcome of such statements could differ significantly from the forward-looking statements. The reader is urged to read this press release and the prospectus and any information incorporated through reference therein for a further discussion of the factors that could affect Alliance Oil’s future performance and the markets and industries where the Company is active. In the light of these risks, uncertainties and assumptions, it is possible that the events described in the forward-looking statements in this press-release will not be known.
Alliance Oil Company Ltd is a leading independent oil and gas company with vertically integrated operations in Russia and Kazakhstan. Alliance Oil has substantial oil and gas reserves and downstream operations that include the Khabarovsk refinery and the leading network of gas stations and wholesale oil products terminals in the Russian Far East. Alliance Oil's depository receipts are traded on the NASDAQ OMX Stockholm under the symbol AOIL.
