GOGL – Subsequent Offering: Issue of New Shares
May 04 2021 - 5:45AM
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN
PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES,
AUSTRALIA, CANADA OR JAPAN, 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.
4 May 2021, Hamilton, Bermuda
Reference is made to the stock exchange release
by Golden Ocean Group Limited (NASDAQ and OSE: GOGL) (the
"Company") on 27 April 2021 regarding final
results of a subsequent offering of new shares in the Company (the
"Subsequent Offering").
The new shares in the Subsequent Offering have
been legally and validly issued and fully paid, and the Company's
issued share capital has been increased to USD 10,058,281.05,
divided into 201,165,621 issued shares, each with a nominal value
of USD 0.05.
The new shares are expected to be delivered to
the VPS accounts of the subscribers in the Subsequent Offering on
or about 5 May 2021.
The new shares issued in the Subsequent Offering
are restricted shares under the U.S. securities laws and may only
be offered or sold in the United States pursuant to an exemption
from the registration requirements of the US Securities Act
(defined below). Accordingly, the new shares are subject to the
terms and conditions, including the transfer restrictions, set
forth in the Subscription Form.
For further queries, please contact:
Ulrik Andersen: Chief Executive Officer, Golden
Ocean Management AS
+47 22 01 73 53
Peder Simonsen: Chief Financial Officer, Golden
Ocean Management AS
+47 22 01 73 45
Important information:
The release is not for publication or
distribution, in whole or in part directly or indirectly, in or
into Australia, Canada, Japan or the United States (including its
territories and possessions, any state of the United States and the
District of Columbia). This release is an announcement issued
pursuant to legal information obligations, and is subject of the
disclosure requirements pursuant to section 5-12 of the Norwegian
Securities Trading Act. It is issued for information purposes only,
and does not constitute or form part of any offer or solicitation
to purchase or subscribe for securities, in the United States or in
any other jurisdiction. The securities mentioned herein have not
been, and will not be, registered under the United States
Securities Act of 1933, as amended (the "US Securities Act"). The
securities may not be offered or sold in the United States except
pursuant to an exemption from the registration requirements of the
US Securities Act. The Company does not intend to register any
portion of the offering of the securities in the United States or
to conduct a public offering of the securities in the United
States. Copies of this announcement are not being made and may not
be distributed or sent into Australia, Canada, Japan or the United
States. The issue, exercise, purchase or sale of subscription
rights and the subscription or purchase of shares in the Company
are subject to specific legal or regulatory restrictions in certain
jurisdictions. Neither the Company nor the Managers assumes any
responsibility in the event there is a violation by any person of
such restrictions. The distribution of this release may in certain
jurisdictions be restricted by law. Persons into whose possession
this release comes should inform themselves about and observe any
such restrictions. Any failure to comply with these restrictions
may constitute a violation of the securities laws of any such
jurisdiction. The Managers are acting for the Company and no one
else in connection with the Subsequent Offering and will not be
responsible to anyone other than the Company providing the
protections afforded to their respective clients or for providing
advice in relation to the Subsequent Offering and/or any other
matter referred to in this release.
Forward-looking statements:
This release and any materials distributed in
connection with this release may contain certain forward-looking
statements. By their nature, forward-looking statements involve
risk and uncertainty because they reflect the Company's current
expectations and assumptions as to future events and circumstances
that may not prove accurate. A number of material factors could
cause actual results and developments to differ materially from
those expressed or implied by these forward-looking statements.
Please see the information that we file with and furnish to the
U.S. Securities and Exchange Commission for a more complete
discussion of these factors and other risks and uncertainties. The
information set forth herein speaks only as of the date hereof, and
the Company disclaims any intention or obligation to update any
forward-looking statements as a result of developments occurring
after the date of this communication.
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