NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED
STATES OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE
UNLAWFUL. PLEASE SEE IMPORTANT NOTICE AT THE END OF THIS COMMUNICATION
Carasent ASA ("Carasent" or the "Company) is pleased to invite investors and
other interested parties to a Capital Markets Day on Tuesday, 7 November 2023 at
14:00-16:00 CET. The event will be held at Carnegie, Regeringsgatan 56, 111 56
Stockholm, and there will be a live webcast for those not attending in person.
More information will be made available before the Capital Markets Day.
Location: Regeringsgatan 56, 111 56 Stockholm
Date & Time: 7 November 2023, 14:00-16:00
The Board of Directors (the "Board") of Carasent strongly believes that the
Company's shares are trading at a substantial discount to fair value.
Consequently, following a review of the Company's capital structure, the Board
has decided to reduce the Company's significant net cash position by returning
NOK 250 million to shareholders (the "Distribution"). The Board's view is that
following this reduction in net cash position the Company still has a strong
balance sheet allowing for an expansive agenda which will be discussed in detail
at the Capital Markets Day.
The Distribution will be effected by way of a share buyback by utilizing the
authorization as granted by the 2023 annual general meeting (AGM) to repurchase
up to 7,962,052 shares in the Company (just below 10% of the current outstanding
shares in the Company) (the "Offering"), and an additional cash distribution.
The additional cash distribution is conditional upon an extraordinary general
meeting approval.
The share buyback is expected to commence Monday 25 September, and will be
carried out by means of a book building process where shareholders wanting to
sell shares will have a few days to submit the number of shares they are willing
to sell and at what price. The Board will determine the number of shares to
purchase, final pricing and allocation. The Board thereafter plans to call for
an extraordinary general meeting where it will be proposed to make a
distribution in equal amounts per share, which will be made by way of a
reduction of paid-in capital. The aggregate amount of such proposed distribution
will be equal to the difference between NOK 250 million and the amount spent on
the repurchase of shares.
For further details please contact: Svein Martin Bjørnstad, CFO Tel: +47 979 69
493, or Daniel Öhman, CEO Tel: +46 70-855 37 07
The information is subject to the disclosure requirements pursuant to section 5
-12 of the Norwegian Securities Trading Act. The Offer and the distribution of
this announcement and other information in connection with the offer may be
restricted by law in certain jurisdictions. The Company does not assume any
responsibility in the event there is a violation by any person of such
restrictions. Persons into whose possession this announcement or relevant
information should come are required to inform themselves about and to observe
any such restrictions. The offer is not being made directly or indirectly in, or
by use of the mails of, or by any means or instrumentality of interstate or
foreign commerce of, or any facilities of a national securities exchange of, the
United States of America, its territories and possessions, any State of the
United States and the District of Columbia (the "United States"). This includes,
but is not limited to, facsimile transmission, internet delivery, e-mail and
telephones. Copies of this release and any related documents are not being, and
must not be, mailed, e-mailed or otherwise distributed or sent in or into the
United States and so doing may invalidate any purported acceptance.
