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General Oceans - Stabilisation and over-allotment option notice
Oslo, 26 March 2026: Reference is made to the announcement by General Oceans ASA
(the "Company") on 24 March 2026 regarding the successful completion of the
bookbuilding in its initial public offering of shares (the "Offering") and the
Company's announcement earlier today regarding commencement of trading in the
Company's shares on Euronext Oslo Børs.
ABG Sundal Collier ASA (the "Stabilisation Manager") may, on behalf of the
Managers (as defined below), engage in stabilisation activities in the Company's
listed shares (the "Shares") from today, 26 March 2026, to and including, 26
April 2026 (the "Stabilisation Period"). Any stabilisation activities will be
aimed at supporting the market price of the Shares.
In connection with the Offering, the Managers have over-allotted a total of
7,500,000 Shares to applicants in the Offering (the "Additional Shares"), which
equals 15% of the Shares allocated in the Offering (excluding the Additional
Shares).
In order to facilitate for the delivery of over-allotted shares, Atle Lohrmann
and Ferd Go Holding AS (the "Selling Shareholders") and the Company, have lent
to the Stabilisation Manager, on behalf of the Managers, a number of existing
Shares in the Company equal to the number of the Additional Shares, which will
either be redelivered to the Company and the Selling Shareholders after expiry
of the Stabilisation Period or sold pursuant to the Greenshoe Option (as defined
below). The Company has lent 2,500,000 Shares (held in treasury), while Atle
Lohrmann and Ferd Go Holding AS have lent 2,421,121 and 2,578,879 Shares,
respectively. For further details on over-allotment and stabilisation
activities, please see the prospectus dated 16 March 2026 prepared by the
Company (the "Prospectus").
Further, to cover short positions made or created in connection with the
Offering as a result of over-allotments, the Company and the Selling
Shareholders have granted to the Stabilisation Manager, on behalf of the
Managers, a greenshoe option with a right to purchase up to 7,500,000 Shares at
a price per Share of NOK 21.00 (the "Greenshoe Option"), which is equal to the
offer price in the Offering (the "Offer Price"). The Greenshoe Option shall
first be utilised in full towards the Company. The Greenshoe Option from the
Selling Shareholders shall be exercised pro-rata based on the number of Shares
lent by each Selling Shareholder. The Greenshoe Option is exercisable, in whole
or in part, by the Stabilisation Manager, on behalf of the Managers, within the
Stabilisation Period.
The Stabilisation Manager may close out the short position created by
over-allotting shares in the Offering by purchasing shares in the open market
through stabilisation activities and/or by exercising the Greenshoe Option.
The Stabilisation Manager may effect transactions with a view to supporting the
market price of the Shares at a level higher than what might otherwise prevail,
by buying Shares in the open market at prices equal to or lower than (but not
above) the Offer Price. There is no obligation on the Stabilisation Manager to
conduct stabilisation activities and there can be no assurance that
stabilisation activities will be undertaken. If stabilisation activities are
undertaken, they may be discontinued at any time, and must be brought to an end
upon or before expiry of the Stabilisation Period.
Any stabilisation activities will be conducted based on the same principles as
set out in article 5(4) of the EU Market Abuse Regulation and chapter III of the
supplemental rules set out in the Commission Delegated Regulation (EU)
2016/1052, as implemented into Norwegian law by Section 3-1 of the Norwegian
Securities Trading Act, with regard to regulatory technical standards for the
conditions applicable to buy-back programmes and stabilisation measures. If
stabilisation activities are undertaken, information on the activities will be
published no later than seven trading days following such transaction(s).
Further, within one week after the expiry of the Stabilisation Period, the
Company will publish information as to whether or not price stabilisation
activities were undertaken. If stabilisation activities were undertaken, the
statement will also include information about: (i) the total amount of Shares
sold and purchased