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Dato/tid 16.10.2017 22:03
Utsteder Golden Ocean Group Limited
UtstederID GOGL
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Tittel GOGL - Announcement of commencement of equity offering
Tekst


Golden Ocean Group Limited (NASDAQ and OSE: GOGL) ("Golden Ocean" or the
"Company") today announced that it has commenced an equity offering (the
"Offering") for issue of new common shares (the "New Shares") of the Company for
gross proceeds of approximately USD 66 million. In addition to the Offering, the
Company expects to issue additional new common shares with an estimated value of
USD 34 million, at a per-share price equal to the offer price in the Offering,
to Hemen Holding Limited, a Company indirectly controlled by trusts established
by Mr John Fredriksen for the benefit of his immediate family ("Hemen") as
partial consideration for two modern Capesize vessels to be acquired from
affiliated companies of Hemen, as previously announced (the "Equity in-kind
Contribution"). The Offering and the Equity in-kind Contribution are expected to
result in approximately USD 100 million of aggregate gross equity proceeds to
the Company. The Company has engaged DNB Markets Inc., Arctic Securities LLC and
Seaport Global Securities LLC (the "Placement Agents") as placement agents in
connection with the Offering.

The  Offering  will  be  directed  towards  institutional  investors  subject to
applicable   exemptions  from  European  prospectus  requirements.  The  minimum
application  and allocation  amount has  been set  to the  USD equivalent of EUR
100,000, provided   that  the  Company  reserves  the  right  to,  at  its  sole
discretion,  allocate  lower  amounts  to  investors  to  the  extent applicable
exemptions  from the prospectus requirement  pursuant to applicable regulations,
including  the Norwegian Securities  Trading Act and  ancillary regulations, are
available.

The  Company intends to  use a portion  of the net  proceeds of the Offering for
payment  of  the  cash  portion  payable  for  the  vessels  to be acquired from
affiliated  companies of Hemen, as  announced today, and to  use the balance for
general corporate purposes.

The  purchase price  and number  of New  Shares issued  in the  Offering will be
determined  through an accelerated bookbuilding process. The bookbuilding period
will start on October 16, 2017 at 4:00 pm New York time (10:00 pm Oslo time) and
is  expected to end on October 17, 2017 at  2:00 am New York time (08:00 am Oslo
time). The Company reserves the right to close or extend the bookbuilding period
at any time in its sole discretion, at short notice.

The  Placement  Agents  have  prior  to  the  launch  of  the  Offering received
significant  indications of interest from investors to subscribe in the Offering
for an amount well exceeding the transaction size.

The  allocation of  the New  Shares will  be made  at the sole discretion of the
Company  in  consultation  with  the  Placement  Agents,  on  or  about  October
17, 2017, subject to any shortening or extension of the bookbuilding period.

The  New Shares allocated in  the Offering are expected  to be delivered against
payment  on or  about October  19, 2017. The New  Shares will  commence to trade
under the Company's ordinary trading symbol "GOGL" on NASDAQ on or about October
17, 2017, and  can be traded on the Oslo Stock Exchange from on or about October
19, 2017 (expected  from  US  markets  open)  subject  to  investors having made
necessary  arrangements to transfer shares from  the Depository Trust Company in
the US to the Norwegian Central Securities Depository (the VPS).

Important Information for Investors and Shareholders

The  Offering will  be made  only by  means of  an application agreement, a term
sheet and a prospectus supplement and accompanying base prospectus. A prospectus
supplement  related to the offering has been  filed with the U.S. Securities and
Exchange Commission (the "SEC") and is available on the SEC's website located at
www.sec.gov.   Copies  of  the  prospectus  supplement and the accompanying base
prospectus  relating to the Offering may be obtained from contacting DNB Markets
Inc. at 200 Park Ave, Floor 31, New York, NY 10166, telephone: +1 212 681 3800.
This offering will be made pursuant to the Company's existing shelf registration
statement  on Form  F-3 (Registration No.  333-211365) previously filed with the
SEC and declared effective.
This  press release shall not constitute an offer to sell or the solicitation of
an  offer  to  buy  these  securities,  nor  shall  there  be  any sale of these
securities, in any state or other jurisdiction in which such offer, solicitation
or  sale  would  be  unlawful  prior  to registration or qualification under the
securities laws of any such state or other jurisdiction.

The Board of Directors
Golden Ocean Group Limited

Contact Persons:
Birgitte Ringstad Vartdal, CEO, Golden Ocean Management AS
+47 22 01 73 53

Per Heiberg, CFO, Golden Ocean Management AS
+47 22 01 73 45


Forward-Looking Statements

Matters   discussed   in  this  press  release  may  constitute  forward-looking
statements.  The Private Securities Litigation  Reform Act of 1995 provides safe
harbor  protections  for  forward-looking  statements,  which include statements
concerning  plans, objectives, goals, strategies,  future events or performance,
and underlying assumptions and other statements, which are other than statements
of   historical   facts.  Words  such  as  "believe",  "anticipate",  "intends",
"estimate",   "forecast",   "project",  "plan",  "potential",  "may",  "should",
"expect", "pending" and similar expressions identify forward-looking statements.

The  forward-looking statements  in this  press release  are based  upon various
assumptions.   Although we believe  that these assumptions  were reasonable when
made,   because   these   assumptions  are  inherently  subject  to  significant
uncertainties and contingencies which are difficult or impossible to predict and
are  beyond our control, we cannot assure you that we will achieve or accomplish
these  expectations, beliefs  or projections.  The information  set forth herein
speaks  only as of the date hereof,  and we disclaim any intention or obligation
to  update any forward-looking statements as  a result of developments occurring
after the date of this communication.

In  addition to these important factors  and matters discussed elsewhere herein,
important  factors  that,  in  our  view,  could  cause actual results to differ
materially  from those discussed  in the forward-looking  statements include the
strength  of  world  economies,  fluctuations  in currencies and interest rates,
general  market  conditions,  including  fluctuations  in charter hire rates and
vessel  values,  changes  in  demand  in  the  dry  bulk  market, changes in our
operating expenses, including bunker prices, drydocking and insurance costs, the
market  for our  vessels, availability of  financing and refinancing, changes in
governmental  rules and regulations or  actions taken by regulatory authorities,
potential  liability  from  pending  or  future litigation, general domestic and
international  political conditions, potential disruption of shipping routes due
to  accidents,  political  events  or  acts  by  terrorists, and other important
factors described from time to time in the reports filed by the Company with the
Securities and Exchange Commission.

This  information is subject  to the disclosure  requirements of section 5-12 of
the Norwegian Securities Trading Act..



 
    

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