Kaldvík AS – New debt financing and launch of a pre-committed private placement to raise gross proceeds of the NOK equivalent of approximately EUR 46.2 million

Core Viewpoint - Kaldvik AS is planning a private placement to raise approximately EUR 46.2 million through the issuance of new shares, which is part of a refinancing package to support its operations and financial obligations [2][4]. Group 1: Private Placement Details - The private placement aims to raise gross proceeds of approximately EUR 46.2 million, with an offer price set at NOK 14 per share [2]. - The placement will be divided into two tranches, with Tranche 1 consisting of 5,976,172 shares, and Tranche 2 will include additional shares necessary to meet the total gross proceeds [7]. - The application period for the private placement starts on June 4, 2025, and ends on June 5, 2025, with the company reserving the right to modify the application period [6]. Group 2: Use of Proceeds - The net proceeds from the private placement, along with new debt financing, will be utilized for biomass build-up, repayment of a bridge facility, shareholder loans, and general corporate purposes [4]. Group 3: Investor Commitments - The largest shareholder, Austur Holding AS, which owns 57.46% of the shares, has committed to subscribe for shares in the private placement [8]. - Other investors, including Laxar Eignarhaldsfelag ehf and Eskja Holding ehf, have also committed to subscribe for their pro-rata shares [8]. Group 4: Regulatory and Compliance Aspects - The private placement will be directed towards Norwegian and international investors, adhering to relevant exemptions from registration and prospectus requirements [11]. - The company has considered equal treatment obligations under Norwegian law and believes the transaction structure complies with these requirements [13]. Group 5: Timeline and Settlement - Settlement for Tranche 1 is expected around June 10, 2025, while Tranche 2 is anticipated to settle around June 23, 2025, subject to approval by an extraordinary general meeting [10].